Confidential Draft Game Show/Reality Format Business November 2007.

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Presentation transcript:

Confidential Draft Game Show/Reality Format Business November 2007

1 Executive Summary The game / reality format business represents a critical growth area for SPE –Reality shows represent nearly half of the top 20 shows in the demo –The overall demand for reality formats grow –Game / reality shows lend themselves to international formatting, creating a highly profitable business Michael Davies will be the anchor of our format business –Davies has a proven track record in the space –Davies current deal expires in early 2009 –We need to extend the relationship to provide continuity and a platform for growth An acquisition of Davies’ company, Embassy Row, is the best method for expanding our format business –Evaluated both deal extension and acquisition –Acquisition provides a better long-term platform for growth and can be extended through complementary acquisitions in international territories

2 The total number of reality shows on air continues to grow –During season 51 reality shows aired in network primetime a 31% increase over the 39 reality shows aired five years ago Reality shows are also growing as a percentage of network primetime –Reality now represents 27% of the primetime schedule, having grown from 8% of network programming 5 years ago –Reality represents over 40% of summer programming Reality show success is driven by their ability to generate high ratings –During season, almost half (45%) of the top 20-rated programs among A18-49 were reality programs Reality Business Continues to Grow

3 Alternatives for SPT to Expand on the Davies Relationship 2 Year ExtensionAcquisition Pros Cons Structure Increase overhead to $2.5MM per year SPE owns all copyrights Davies retains online and mobile rights Other economics in-line with current deal Up-front consideration of $25MM $30MM of earn-outs tied to EBIT targets ($10MM / yr for 3 yrs) 3 year contract with Davies Format business run as a separate P&L within SPT Less expensive; lower risk than outright acquisition Shorter relationship limits ability to add complementary acquisitions Less appealing to Davies; lower likelihood of closing Does not acquire all rights Higher appeal to Davies, greater likelihood of closing Longer relationship; easier to build with complementary acquisitions Acquire all rights, including new media More expensive, riskier

4 Incremental Value of Acquisition vs. Deal Extension 2 Year ExtensionAcquisition PV of cash flows (and eventual sale) less purchase price Excludes value of current Davies deal Ranges vary for number of shows and percentage of EP/chargeback fees Lifetime value of shows created during a 2 year deal extension Inclusive of recoupment of EP fees Net of OH expenses

5 Overall Assumptions for Acquisition Embassy Row is a viable acquisition with limited incremental investment –Develop and launch new series for Network and Cable –Extend existing slate into syndication –Hire 9 additional headcount  3 sales people to sell formats internationally  3 people to acquire successful international formats for domestic development  3 people to develop additional show concepts in-house We will also seek complementary acquisitions to grow Embassy Row into a true international business –Acquire multiple international production companies to increase local development, sales, and acquisitions –High priority countries for acquisitions include UK, Mexico, and Australia

6 Incremental Value of Acquisition vs. Deal Extension Base CaseMid CaseHigh Case Model Assumptions EP Fee: 10% Chargeback: 0% Formats On Air U.S. Int’l Deal Assumptions $25MM cash at close Earn-outs not achieved $2MM of amort per year EBIT and Cash Flow Incremental Value EP Fee: 10% Chargeback: 0% Formats On Air U.S. Int’l Deal Assumptions $25MM cash at close $15MM of earn-outs achieved $2MM of amort per year EBIT and Cash Flow Incremental Value EP Fee: 10% Chargeback: 0% Formats On Air U.S. Int’l Deal Assumptions $25MM cash at close $30MM of earn-outs achieved $2MM of amort per year EBIT and Cash Flow Incremental Value Model Assumptions

7 Next Steps Complete high level price discussions with Michael Davies Submit / negotiate LOI Enter exclusive diligence period Close acquisition Expand Embassy Row team Begin screening complementary acquisition targets

8 Appendix: Detailed Model Assumptions

9 SPE Model Assumptions

10 Base Case Assumptions General Assumptions Begins with Embassy Row Base Slate Eliminates short order cable series Adds format and syndication of Power of 10 Increases cable pilots for more conservative pilot/pick-up ratio Adds one acquired product per year Pilot / Pick-up Ratio Network Pick-ups / PilotsX/X X% Cable Pick-ups / PilotsX/X X% Cancellation Ratios Year 1X/X X% Year 2X/X X% Year 3X/X X% Model Year 1130/180 73% Year 2 19/49 39% Year 3 10/30 33% Industry

11 Base Case Slate Paste Slate Here

12 Base Case P&L Paste Detailed P&L Here

13 Mid Case Assumptions General Assumptions Begins with Embassy Row Base Slate Eliminates short order cable series Adds format and syndication of Power of 10 Increases cable pilots for more conservative pilot/pick-up ratio Adds one acquired product per year Pilot / Pick-up Ratio Network Pick-ups / PilotsX/X X% Cable Pick-ups / PilotsX/X X% Cancellation Ratios Year 1X/X X% Year 2X/X X% Year 3X/X X% Model Year 1130/180 73% Year 2 19/49 39% Year 3 10/30 33% Industry

14 Mid Case Slate Paste Slate Here

15 Mid Case P&L Paste Detailed P&L Here

16 High Case Assumptions General Assumptions Begins with Embassy Row Base Slate Eliminates short order cable series Adds format and syndication of Power of 10 Increases cable pilots for more conservative pilot/pick-up ratio Adds one acquired product per year Pilot / Pick-up Ratio Network Pick-ups / PilotsX/X X% Cable Pick-ups / PilotsX/X X% Cancellation Ratios Year 1X/X X% Year 2X/X X% Year 3X/X X% Model Year 1130/180 73% Year 2 19/49 39% Year 3 10/30 33% Industry

17 High Case Slate Paste Slate Here

18 High Case P&L Paste Detailed P&L Here