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Company Overview November 9, 2012 Citi Corporate & Investment Banking Strictly Private and Confidential

Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

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Page 1: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

Company OverviewNovember 9, 2012

Citi Corporate & Investment Banking

Strictly Private and Confidential

Page 2: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

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

Page 3: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

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

Page 4: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

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

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Page 5: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

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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Page 6: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

$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

Page 7: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

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

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Page 8: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

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

&

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Page 9: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

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

Page 10: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

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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Page 11: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

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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Page 12: Citi Corporate & Investment Banking - WikiLeaks. US Distribution/Starz/2012-11... · Citi Corporate & Investment Banking Strictly Private and Confidential. Starz Situation Update

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