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Company OverviewNovember 9, 2012
Citi Corporate & Investment Banking
Strictly Private and Confidential
Starz Situation Update
Situation Update
In August 2012, Liberty Media announced plans to separate the assets of Starz through a spin-off
– Form 10 has been filed with the SEC and spin-off is expected by YE 2012
We understand Liberty would entertain any acquisition proposals for Starz
Highlights
#3 premium TV Network, with 55mm subs across 17 networks
Subscriber growth rates and overall ratings remain stable
Core content agreements with Sony and Disney have been successfully extended through 2016 and2015, respectively
Starz recently announced it is renewing deals with 2 key distributors who cover 30% of its footprint atlower rates, resulting in a 3% reduction in revenue. After the initial cuts, rates paid by thesedistributors are expected to resume growing
Developing digital subscription services (i.e. PLAY)
Considerations
Ability to develop quality original programming vs. HBO/Showtime
Ongoing dependency on studios for content
Long term subscriber growth rates
Valuation Estimate
Recent Wall Street sum-of-the-parts analysis point to a value for Starz of approximately 7.0x
Other premium pay TV networks valued at higher multiples including HBO (8.5x) and Showtime(9.3x)
1
Liberty Media Structure Overview
Liberty Interactive(LINTA asset-backed stock)
Liberty Media Corp.(LMCA asset-backed stock)
Liberty Starz(Subsidiary)
Liberty Capital(Subsidiary)
Starz(New asset-backed stock)
New Liberty(New asset-backed stock)
2011
Source: Company filings and Wall Street research.(1) Represents an approximate 55% voting interest.
Liberty Interactive
Starz to be spunoff as newstandalone
asset-backedstock
2012
Liberty Interactive(LINTA tracking stock)
Liberty Ventures(LVNTA tracking stock)
Asset-backedstock has
become twotrackingstocks
Liberty Media
2010
Liberty Interactive(LINTA Tracking Stock)Assets include: QVC, HSN,
Expedia, TripAdvisorand other investments
Liberty Capital(LCAPA Tracking Stock)
Assets include: Atlanta Braves,SiriusXM, positions in
Live Nation, Time Warner, Viacomand other investments
Liberty Starz(LSTZA Tracking Stock)Assets include: Starz, which
includes Encore and Starz Media
Liberty Capitaland Starz
tracking stockscombined intoLiberty Mediaasset-backed
stock
LibertyInteractiveformally
separated
Key Assets Ownership
Atlanta Braves 100%
SiriusXM 49
Live Nation 26
Viacom 1
Time Warner 1
Time WarnerCable
1
Key Assets Ownership
Starz 100%
Key Assets Ownership
Expedia (1) 17%
TripAdvisor (1) 18
Key Assets Ownership
QVC 100%
HSN 36
2
Liberty Starz Overview Flagship network with 6 premium channel offerings
– All 6 channels offered in HD
Growing line-up original programming
– Original programming hits include shows Spartacus, Boss and Torchwood
First run output and library films
20.7 million subscribers as of June 30, 2012
8 premium channel offerings
Based on genre themes
First-run movies and classic contemporary movies
34.2 million subscribers as of June 30, 2012
3 premium channel offerings
Indieplex and Retroplex offered in HD
Variety of library content, art house, independent films and classic movies
24.1 million subscribers as of June 30, 2012
3
Liberty Starz Content Agreements
Overview
Starz’s first-run movie content comes primarily from
arrangements with Disney, Sony, and Liberty subsidiary
Overture Films
– Starz also licenses library content comprised of older,
previously released theatrical films from many of
Hollywood’s major studios, including Sony, Fox, Warner
Brothers, MGM and Universal
In August 2011, Starz entered into an agreement with BBC
Worldwide Productions to co-develop, finance, and produce
original content
– Deal lowers Starz’s production costs and increases the
expected number of content hours
In March 2010, renewed agreement with Disney-ABC
Domestic for access to all Disney releases except those
under DreamWorks and Miramax banners (goes to 2015);
also renewed deal with Sony in January 2009 (goes to 2016)
Extended agreement through 2015 (1)
Pays programming fees for films that have been
released theatrically, but are not available for
exhibition until a future date
Extended agreement through 2016; includes
Columbia, Screen Gems, and Sony Pictures
Classics
Summary of Key Agreements
(1) Excludes Dreamworks live action films.
Studios Studio Owner Affiliation Owner / Network
Warner Bros. Time Warner HBO Common Ownership
20th Cent. Fox News Corp HBO --
Paramount Viacom Epix Common Ownership
Buena Vista Disney Starz --
Columbia Sony Starz --
Universal NBC / Comcast HBO --
DreamWorks Animation Public HBO --
MGM Private Epix Common Ownership
DreamWorks SKG Disney Showtime --
The Weinstein Company Private Showtime --
Lionsgate Public Epix Common Ownership
Studio Deals amongst Premium Pay TV Networks
Starz gains some protection when negotiating studio deals as it is not
owned or affiliated with a major competitor of one of the other studios
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$0.0
$200.0
$400.0
$600.0
$800.0
$1,000.0
2005
2006
20
07
20
08
200
9
2010
2011
2012E
20
13E
20
14E
201
5E
2016
E
2017
E
2018E
2019E
20
20E
202
1E
(In
Mill
ion
s)
Original Programming Movie Acquisition Costs
Original Programming Investment Driving Ratings Higher
Hired Chris Albrecht as CEO in January 2010
– Oversaw creation of Sex & The City, The Sopranos, Entourage,and The Wire among others during 22 year tenure at HBO
The company expects to create five to six series/year or 50-60 hoursof programming through 2014, which will be a source ofdifferentiation and branding
Spartacus debuted in 2009 and will air its last season in 2013
Torchwood premiered to 2 million viewers in July ’11
– Co-produced with BBC Worldwide
Boss, starring Kelsey Grammar, premiered to 659 thousand viewersin October 2011 (currently in second season)
Da Vinci’s Demons’, a new original series, is set to premier in thespring. Starz has an agreement with the BBC to distribute Da Vinci’sDemons starting Spring 2013
Liberty Starz Programming Costs($ in millions)
Significant Investment in Original Series
Ratings Improvement(Average Primetime Rating)
Orig. Prog. CAGR: ~22%
Source: Company filings, Wall Street research, Nielsen.
0.00
0.10
0.20
0.30
0.40
0.50
0.60
Sep-07 Jul-08 May-09 Mar-10 Jan-11 Nov-11
ShowTime Starz HBO
Source: Wall Street research.
5
Liberty Starz Distribution Agreements
Source: Company filings and public news articles.(1) Represents date of last publicly disclosed agreement between Starz and each content distributor.
Disclosed Distribution Agreements
Distributor Renewal Date (1) Expiration Date Description / Background
Dec-09 In Discussions Contract expired in December 2009, carriage currently on month a to
month basis
Feb-12 2017 New deal with AT&T expands U-verse’s opportunity to stream Starz
programming online
May-03 Undisclosed Last agreement signed in May-03; likely to renew shortly
Jun-10 2015
In June ’10, Starz originally extended through 2015 and allowed Encore tobe shown on a month to month basis
Deals renegotiated in Oct ’10 to cover both Starz and Encore; new dealgave Comcast digital rights to Starz Encore content
May-12 2017 Launched Starz Play and Encore Play with Cox
Jun-09 Jun-15 Carrying full suite of Starz Encore movie channels
May-12 2017
New deal provides for DIRECTV to continue to offer the StarzEntertainment premium channels, HD, and on-demand services, and grantsDIRECTV the rights to offer Starz Online and Encore Online services on itsDIRECTV Everywhere service
May-08 May-13 Exclusive consignment deal covering all FiOS subscribers
Most distribution contracts have been renegotiated to include digital content rights and have roughly 3-5 yearsremaining.
FiOS
6
Premium TV Comparison
Source: Kagan, Wall Street research.
Starz Encore Showtime HBO EPIX
2012E Subscribers 75.6 40.0 10.3
'09A - '12E Growth 7.2% (0.9%) NM
2012E ARPU $1.75 $9.62 $3.59
'09A - '12E Growth 1.2% 6.5% NM
Revenue
2012E Revenue $1,587 $4,616 $444
'09A - '12E Growth 8.5% 5.5% NM
12E - '15E Growth 3.1% 5.5% 7.3%
EBITDA
2012E EBITDA $746 $1,494 $175
EBITDA Margin 47.0% 32.4% 39.5%
2013E EBITDA $784 $1,622 $237
EBITDA Margin 47.2% 33.3% 44.7%
12E - '15E Growth 3.5% 3.2% 5.7%
2011 Avg Primetime Ratings 0.10 0.31 NA
55.3
$439
0.23
(5.0%)
$399
24.6%
26.9%
2.0%
0.2%
5.2%
$2.46
(3.1%)
$1,632
&
7
Starz – Operating Metrics
Source: Wall Street research.Note: Adjusted EBITDA adds back stock based compensation cost.
Subscribers(in millions)
ARPU
47.551.0 52.8
55.3 55.7 56.1 56.5
2009A 2010A 2011A 2012E 2013E 2014E 2015E
CAGR: 2.9%$2.70 $2.66
$2.55$2.46 $2.43 $2.42 $2.42
2009A 2010A 2011A 2012E 2013E 2014E 2015E
CAGR: (1.8%)
$283 $343 $449 $439 $399 $388 $376
$1,540$1,626
$1,615 $1,632 $1,622 $1,632 $1,641
2009A 2010A 2011A 2012E 2013E 2014E 2015E
Adjusted EBITDA Revenue
Revenue / Adjusted EBITDA($ in millions)
18.4% 21.1% 27.8% 26.9% 24.6% 23.8% 22.9%
EBITDA Margin:
$10
$7$8 $8 $8 $8 $8
2009A 2010A 2011A 2012E 2013E 2014E 2015E
EBITDA – Capex:
$273 $336 $441 $431 $391 $380 $368
Capex($ in millions)
1.1%
4.8%
’09-’15
CAGR:
8
Wall Street Valuation Perspectives
Source: Wall Street research.
Starz: Sum-of-the-Parts Summary($ in millions)
FV /
Date Broker FV 2013E EBITDA
10/9/2012 Deutsche Bank $3,416 7.6x
8/13/2012 Morgan Stanley 2,975 6.2
8/6/2012 Macquarie 3,337 7.3
Average $3,243 7.0x
Other Premium Pay TV Sum-of-the-Parts Summary($ in millions)
FV /Date Broker FV 2013E EBITDA
11/8/2012 Morgan Stanley $20,015 8.7x
11/7/2012 Barclays Capital 13,449 8.3
Average $16,732 8.5x
FV /Date Broker FV 2013E EBITDA
11/8/2012 Barclays Capital $7,414 8.3x
10/25/2012 Morgan Stanley 8,310 10.3
Average $7,862 9.3x
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Potential Buyers
Other Premium Pay TV
(2)
(1) Universal agreement with HBO expires in 2015.
(2) Fox agreement with HBO expires in 2022.
Studios Digital Content Distributors
(1)
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