Confidential Investment Opportunity June 2013 Company Snapshot Background and Overview V Liberty Global has retained Morgan Stanley to explore strategic alternatives for Chellomedia, including a potential sale of the business V Chellomedia is a wholly owned subsidiary of Liberty Global, Inc. – A leading producer and distributor of thematic Pay TV channels globally – Significant majority of revenues generated from subscriptions (over 75% of channel business revenues) – Strong portfolio of 65 (1) television channels, reaching c. 391 million TV subscribers globally as at March 2013, and with revenues of c. €335 MM in 2012 (actual, not adjusted for acquisitions e.g. only includes 5 months of consolidated MGM LatAm business) – Offers TV entertainment in the 6 popular genres: Sports, Movies, Entertainment, Lifestyle, Children’s and Factual Programming – Active consolidator with track record of creating value through acquisitions and significant scope for future strategic actions – Significant majority of revenue and profitability generated from a diversified, non-LGI customer base – The company also provides digital services, such as broadcasting solutions, creative, and play-out services, and operates a wholesale advertising brokerage business – Employs over 1,250 employees in over 25 locations, with main offices in London, Amsterdam, Madrid, Budapest, Miami and Buenos Aires, with further regional offices and agents in Central Europe, China and Singapore V Chellomedia runs its business through five key operating companies and units: Chello Zone, Chello Multicanal, Chello Central Europe (including AtMedia, a wholesale advertising brokerage business), Chello Latin America and Chello DMC, which provides technical services to both Chellomedia internally as well as to external third party clients Revenue Breakdown (2) By Business Unit (Q1 2013A) By Type (Q1 2013A) Chello DMC 10% Chello Zone Chello LatAm 23% Other 13% 34% Subscription 55% Chello >75% of total Multicanal channel business (3) 17% revenues Chello Central Advertising Europe 11% 37% 1. As per Chello internal channel count 2. Pre eliminations 2 3. Channels business revenues refers to group revenues exclusive of DMC and AtMedia Unique Independent Content Aggregator With Global Scale c. 391 MM TV Subscribers Reached Thematic Channels in 138 Countries Portfolio of 65 (1) Channels Across 6 Worldwide and in Over 25 Languages Genres Global reach with presence in both established European markets as well as faster growing Latin American, Middle Eastern and African markets 1. As per Chello internal channel count 3 Key Investment Highlights 1 Largest International Independent Thematic Channels and Digital Services Business 6 2 Strong Track Highly Valuable Network Record of Organic and of Branded Channels Strategic M&A Value With Diversified Content Creation and Customer Base 5 3 Unique Combination of Localized and Flexible Growth and Robust Cash Business Model Flows Underpinned by Large and Visible Subscription Revenues 4 Sizeable Structural Growth Markets with Strong Underlying Fundamentals 4 Largest International Independent Thematic Channels and Digital Services Provider 65 Channels (1) c.391 MM subscribers • Leading international • Leading producer and • Leading thematic channels • Producer and distributor of • Digital Media Centre broadcaster and creator of distributor of TV channels provider across Central TV channels in Latin (“DMC”) provides technical TV channels in Iberia Europe America services, such as playout • Offer a variety of • Top-rated channels in film • Key markets include • Portfolio includes MGM and TV distribution Overview programming including and children’s with a total Hungary, Poland, Czech Latino, the popular El entertainment, factual, of 20 channels across Republic and Romania Gourmet food channel and sports, movies, children’s genres the lifestyle channel • Includes AtMedia, a and lifestyle television Cosmopolitan TV wholesale advertising brokerage business Headquarters London Madrid Budapest & Warsaw Buenos Aires & Miami Amsterdam Key Regions UK, EMEA, Asia Spain, Portugal, Africa Central / Eastern Europe Latin America Netherlands Subs 188m 48m 46m 106m 3m Number of Channels 21 20 12 10 2 Key Channels / n.a. Partners 2012A Revenues (€ MM) (2) 59 65 159 36 30 FTEs (3) 218 168 477 207 160 1. As per Chello internal channel count 2. Actual pre-eliminations, not adjusted for acquisitions e.g. only includes 5 months of consolidated MGM Latam business 5 3. Excludes employees in central role, as per March 2013 Highly Valuable Network of Branded Channels With Diversified Content and Customer Base Truly Diversified Global Platform of Scale with Attractive Exposure to Broad Portfolio of Multi-Genre Content Appealing to a Wide Audience High-Growth Emerging Markets Revenue (Q1 2013A) Other Poland 16% 20% Movies Czech 4% Netherlands 5% Iberia Sports UK 19% 9% LatAm 13% Hungary 14% Lifestyle Well-Diversified Revenue Split By Genre Entertainment (1) Revenue (Q1 2013A) Other Factual 4% 9% Movies 26% Lifestyle Children’s 13% Childrens 14% Factual Entertainment 19% Sports 15% 1. Excludes revenues from DMC and AtMedia, shown pre-eliminations 6 Sizeable Structural Growth Markets with Strong Underlying Fundamentals Increasing Pay-TV Penetration (Especially in Emerging Markets) Drives Greater Demand for Differentiated Content Pay-TV Subscriptions (MM) (2012A – 2016E) 200 • High Pay TV subscriber growth: 6.1% 18.0% 46.1% 150 – New distribution platforms 106.9 113.4 88.1 – Increased attractiveness / affordability of premium pay content 100 74.6 58.7 40.2 50 – Growing spending power in emerging markets 0 – Improved infrastructure Western Europe CEE Latam • Increasing competition among pay-TV platforms driving growing 2012 2016 ‘12-’16 Pay TV Subscriptions Growth demand for content as platform differentiator Source: Screen Digest Continued Audience Fragmentation from Flagship FTA Channels is Increasingly Shifting Advertising Dollars to Multichannel Properties TV Advertising Growth (2012A-2016E) • TV remains the most effective mass advertising medium 100% 5.9% 10.9% 27.7% – TV to maintain significant share of ad spend 71.1% – High growth of multichannel ad spend versus FTA – Multichannel’s share of Total TV ad market expected to increase 50% by 2-5 percentage points between 2012 – 2016 across the 26.5% regions 16.4% 21.0% • Viewership on flagship FTA channels continues to decline as 3.1% 7.6% audiences have greater choice to seek more specific, relevant 0% (1) (1) (1) content Western Europe CEE Latam • Niche thematic channels best positioned to deliver targeted Multichannel TV FTA TV ’12-’16 Total TV Ad Market Growth commercial impacts on specific, profitable audience segments Source: Screen Digest 1. Western Europe includes: Germany, France, Netherlands, Spain, UK and Portugal; CEE includes: Czech Republic, Hungary, Poland, Romania, and Slovakia; LatAm Includes: Argentina, Chile and Mexico 7 Strong Track Record of Organic and Strategic M&A Value Creation Successfully Acquired and Integrated Significant Number of Acquisitions in Recent Years and Entered into Successful JV Partnerships EMEA (1) 2007 2008 2009 2010 2011 2012 2013 (2) (3) UK JVs Global Content Providers As Joint Venture Partners and Associates • September 2012 • October 2012 CBS EMEA Cosmopolitan • Full consolidation of Chello Latin America and • JV with Chellozone for enhanced programming flexibility created for future growth • October 2009 • August 2012 Recently Recently Acquired CBS UK • JV with Chellozone combining distribution JVs Former MGM • Acquisition of MGM Networks Inc. and remaining breadth with strategic content 50% of MGM Latin America and Central Europe • November 2009 Key Key JVs Disney XD – • JV with Disney Dreamia • JV between Chello Multicanal and Zon Poland • Disney provides content Multimedia • October 1998 • JV with founder (individual) A+E Associates ShortsTV • JV between Chello Multicanal and A+E • Carriage agreement on UPC NL 1. 87.5% of Zone acquired in January 2005 2. Re-branded to Film Mania in July 2012 8 3. Minority buyout, holding Company of Cosmo and Pramer Key Contacts Key Contacts • Under no circumstances should contact be made directly or indirectly with any executive or employee of Chellomedia or its affiliates on any matter relating to this process. All commentaries regarding your potential interest in this process should be directed to one of the following individuals at Morgan Stanley: Max Herrnstein Burkhard Koep Nuno Machado Global Co-Head Media & Telecoms Managing Director Managing Director Managing Director Media & Telecoms M&A Media Investment Banking Media Investment Banking Investment Banking Phone: +1 212 761-3471 Phone: +44 20 7425-7755 Phone: +44 20 7425-5233 [email protected] Email: [email protected] [email protected] 9 Disclaimer Morgan Stanley & Co. International Plc. (“Morgan Stanley”) of 25 Cabot Square, Canary Wharf, London, E14 4QA has been authorised by Liberty Global Inc. (the “Client”) to issue this Teaser on its behalf in connection with the Client’s proposed sale of Chellomedia B.V. (the “Target” and the “Transaction”). This Teaser and the information contained in it is confidential and the property of the Client and the Client reserves the right to require its return (together with any copies or extracts thereof) at any time. This Teaser is delivered on the condition that it is held in strict confidence by you, your directors, officers and employees. Save as expressly permitted in writing by Morgan Stanley, this