KEW MEDIA GROUP Investor Presentation April 2019 Disclaimer and - - PowerPoint PPT Presentation

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KEW MEDIA GROUP Investor Presentation April 2019 Disclaimer and - - PowerPoint PPT Presentation

KEW MEDIA GROUP Investor Presentation April 2019 Disclaimer and Forward-Looking Statements Disclaimer This presentation is not, and under no circumstances is to be construed as, an advertisement or a public offering in Canada of the securities


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KEW MEDIA GROUP

Investor Presentation April 2019

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Disclaimer and Forward-Looking Statements

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Disclaimer This presentation is not, and under no circumstances is to be construed as, an advertisement or a public offering in Canada of the securities referred to in this presentation, nor does this presentation constitute an offer to sell or a solicitation of an offer to buyanyof the securities described herein within the United States. No securities commission or similar authorityin Canada has reviewed or in any waypassed upon this presentation or the merits of the securities described herein and anyrepresentation to the contraryis an

  • ffence.

Forw ard-Looking Statements This news release may include forward-looking statements. All such statements constitute forward looking information within the meaning of securities law and are made pursuant to the “safe harbour” provisions of applicable securities laws. Forward-looking statements may include, but are not limited to, statements about anticipated future events or results including comments with respect to the Company’s objectives and priorities for 2019 and beyond, and strategies or further actions with respect to the Company, its business operations, financial performance and condition. Forward-looking statements are statements that are predictive in nature, depend upon or refer to future events or conditions and are identified by words such as “will”, “expects”, “anticipates”, “intends”, “plans”, “believes”, “estimates” or similar expressions concerning matters that are not historical facts. Such statements are based on current expectations of the Company’s management and inherently involve numerous risks and uncertainties, known and unknown, including economic factors. In particular, the statements set out in the Outlook section of this press release regarding our expected Adjusted EBITDA for the year ending December 31, 2019, our expected financial performance for the remainder of 2019 and our expectations regarding the performance of our production and distribution segments for the remainder of 2019, constitute forward-looking statements. These statements are based on management’s current strategies, assumptions concerning growth and assessment of the outlook for the

  • business. In particular, such statements assume that: (i) our production companies will continue to develop, produce and deliver successful productions in a manner consistent with past experience and on expected delivery schedules as outlined under “Outlook” in

the press release; (ii) the product mix of the Company’s revenues will continue to be skewed towards higher margin titles; (iii) we will continue to acquire and distribute content in a manner consistent with past experience; (iv) our operating and overhead costs will be within budget; and (v) that the companies we have acquired will meet or exceed our performance expectations. We consider the foregoing assumptions to be reasonable in the circumstances; given the time period for such outlook. However, readers are cautioned that KEW’s actual result may vary from these forward-looking statements and that variation could be material. The forward-looking information contained in this news release is presented for the purpose of assisting readers in understanding the Company’s business and strategic priorities and objectives as at the periods indicated and may not be appropriate for other purposes. A number of risks, uncertainties and other factors may cause actual results to differ materially from the forward-looking statements contained in this news release, including, among other factors, those referenced in the section entitled “Risk Factors” in the Company’s annual information form for the year ended December 31, 2018, a copy of which is available on the SEDAR website at www.sedar.com under the Company’s profile. In particular, KEW’s results of operations fluctuate significantly quarter to quarter depending on the number and timing of content delivered or made available to various media. As in past years, Kew anticipates that its 2019 financial results will be heavily weighted in the fourth quarter and a result, Kew may not have visibility on its ability to meet the 2019 guidance until the end of the fourth quarter of 2019. Forward-looking statements contained in this news release are not guarantees of future performance and, while forward-looking statements are based on certain assumptions that the Company considers reasonable, actual events and results could differ materially from those expressed or implied by forward-looking statements made by the Company. Readers are cautioned to consider these and other factors carefully when making decisions with respect to the Company and not place undue reliance on forward-looking

  • statements. Circumstances affecting the Company may change rapidly. Except as may be expressly required by applicable law, KEW MEDIA does not undertake any obligation to update publicly or revise any such forward-looking statements, and as a result of

new information, future events or otherwise. Non-IFRS Measures This news release contains references to certain measures that do not have a standardized meaning under International Financial Reporting Standards (“IFRS”) as prescribed by the International Accounting Standards Board and are therefore unlikely to be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement IFRS measures by providing a further understanding of operations from management’s perspective. Accordingly, non- IFRS measures should not be considered in isolation nor as a substitute for analysis of financial information reported under IFRS. This news release makes reference to Gross Profit, Gross Profit Margin, Adjusted Net Income, Adjusted EBITDA, Free Cash Flow, Net debt, and Adjusted Net Debt, each of which is a non-IFRS financial measure. The Company believes these non-IFRS financial measures are frequently used by securities analysts, investors and other interested parties as measures of financial performance and it is therefore helpful to provide supplemental measures of operating performance and thus highlight trends that may not otherwise be apparent when relying solely on IFRS financial measures. The Company’s definitions of non-IFRS financial measures are as follows:

  • Gross Profit is revenue less cost of sales.
  • Gross Profit Margin is gross profit as a percentage of revenue.
  • Adjusted Net Income is Income (Loss) before income tax recovery then includes add-back adjustments for items such as transaction costs, reorganization and exceptional costs, share-based compensation, deferred compensation, other intangibles

amortization, gain on change in fair value of financial liabilities, and (gain) loss on sale of subsidiary.

  • Adjusted EBITDA is also provided to better analyze trends in performance and present a truer economic representation on a comparative basis. Adjusted EBITDA is Adjusted Net Income including additional add-backadjustments for Interest Expense, net of

Interest Income, Depreciation and any non-cash amortization (to the extent not added back to Adjusted Net Income).

  • Free Cash Flow is Adjusted EBITDA adjusted for additions to Property and Equipment, Interest and cash taxes.
  • Adjusted Free Cash Flow is Free Cash Flow adjusted for additions to film and television rights, net of amortization.
  • Adjusted Net Income after tax is adjusted net income less income tax recovery.
  • Adjusted Net Debt is Net Debt less intra-group interim production financing and adjusted for the impact of foreign exchange
  • Adjusted Earnings Per Share is Adjusted Net Income divided by weighted average number of common shares in the capital of the Company

Please see the Company’s management’s discussion and analysis for the three and twelve months ended December 31, 2018 for a detailed description of these measures and a reconciliation of these measures to the nearest IFRS measure. Accounting Constructs and Unaudited Status of Financial Information Some of the financial information included in this release relates to the unaudited pro forma results for the three months ended March 31, 2017, and therefore incorporated into the unaudited pro forma results for the twelve months ended December 31, 2017. This information is not required for any regulatory purpose and is provided for additional shareholder guidance only. The financial information for the three months ended March 31, 2017, is neither audited or IFRS audit reviewed. Where possible the information has been constructed by management from available audited or audit reviewed financial statements. Where no audited or audit reviewed information has been available, additional management accounting information has been utilised to construct the financial information.

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Introduction to KEW MEDIA GROUP

Leading content company that produces and distributes multi-genre content worldwide

  • Thirteen best-in-class production companies
  • Eighth largest sales platform through Kew Media Distribution and TCB Media Rights1
  • Combination of production and distribution creates unparalleled deal sophistication with

international network

  • Primary offices in London, Los Angeles, New York, Sydney and Toronto
  • Acquisition of Essential Media Group2 and joint ventures with Awesome Media & Entertainment

and 4East Media significantly boosts international footprint

  • Commercialized over 2,200 hours of content in 2018

Production

  • Direct sales to third parties and sales through

KEW platforms

Distribution

  • Sales of in-house and third party production
  • Direct sales to third parties

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Architect Films

1) Broadcast Distributors Survey: The Definitive UK Report, September 2018. 2) The Essential Media Group acquisition closed on July 24, 2018.

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Leadership Team with Significant Media Experience

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Steven Silver

CEO & Director

Erick Kwak

EVP, Business and Legal Affairs

Franchise Pictures

Geoff Webb

Chief Financial Officer

Peter Sussman

Chairman & Director

OFFICERS & DIRECTORS

  • Co-founder of the Blue Ice Group
  • Former President of Barna-Alper Productions Inc.

prior to its sale to eOne

  • Former Head of Factual Entertainment for eOne
  • More than 30 years experience in finance,

production and distribution of content

  • Launched CSI franchise with CBS
  • Co-founder of Aver Media Finance
  • Was Co-controlling shareholder of Alliance

Atlantis and CEO of its Entertainment Group

  • Joined Content Media Company (CMC) in 2003
  • Chief Financial Officer and Company Secretary
  • f CMC from 2004-2017
  • Former Executive Vice President of Legal and

Business Affairs at CMC

  • Former Executive Vice President at Franchise

Pictures and Associate at Proskauer Rose LLP

ADDITIONAL DIRECTORS

Julie Bristow Dave Fleck Maish Kagan Patrice Merrin Stephen Pincus John Schmidt Mark Segal Nancy Tellem

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Investment Highlights

 Compelling Industry Fundamentals Driven by Growing Demand for Content  Attractive Organic Growth Opportunities Focused on High-Quality Content  Acquisition-Driven Growth & Continued Roll-up Strategy  Strong Financial Performance  Growing International Footprint  Experienced and Committed Management T eam & Board of Directors

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Why Companies Partner With KEW

Independence Minimal bureaucracy Equity participation at discount to larger peers Access to best practices Opportunity to get in on the ground of emerging “Super Indie” Experienced and committed management team

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“Acquirer-of-choice" for large universe of content companies and adjacent business lines

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Independents (aka Super Indies) Studios and Streamers

English Language Entertainment Industry

Fragmented industry presents an opportunity to use acquisitions to grow as one of the leading independent content producers in the world And ~500 Smaller Companies

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  • Outside of US, most major international English speaking distributors are

based in the UK

  • KMD is currently ranked 9th largest distributor in Broadcast Magazine Poll
  • Together with TCB, we estimate KEW would rank 8th
  • Combination of KMD and TCB Media Rights (TCB) broadens the

Company’s distribution profile

  • KMD: Premium documentaries and scripted content
  • TCB: Mass audience, unscripted content
  • Accesses every viewing platform worldwide

Kew Media Distribution (KMD)

Source: Broadcast Distributors Survey 2018. Note: All figures are for year ending 31 March 2018 unless otherwise stated. (1) Turnover for All3Media International, Cake, DLT Entertainment, DRG, Drive, EndemolShine International, Fremantle, Hat Trick International, ITV Studios Global Entertainment and Kew Media Distribution is to 31 December 2017 (previous year is to 31 December 2016); (2) Turnover for Sky Vision is to 30 June 2018; (3) Turnover for Cineflix Rights is to 30 September 2017; (4) Turnov er f or Passion Distribution is a forecast to 30 September 2018; (5) Turnover for Avalon Distribution is to 30 June 2017.

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Soaring Demand for Content

  • KEW is well positioned to benefit from the increasing demand and capital being spent for content
  • Growth in demand across all viewing platforms continues to reinforce the value of owning

content

  • KEW is an agnostic provider of content to existing and new platforms

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Proliferation of Content Distribution Services Across All Platforms

Pre 2000 2000s Today

Predominantly broadcast and basic cable networks Advent of premium cable network original programming Huge appetite for original series and TV content across all platforms: broadcast, basic & premium cable, digital and OTT

Recently Announced

New streaming options recently announced and/or launched in an already crowded market

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Strong Growth in Content Hours Produced & Owned

  • KEW's pro forma content library has grown from ~3,100 hours in 2013 to over 14,000 today
  • Library has more than quadrupled in size since 2013 through acquisitions and organic growth

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3,100 4,100 4,900 6,000 +10,000 +14,000

2,000 4,000 6,000 8,000 10,000 12,000 14,000

2013 2014 2015 2016 2017 2018

1) Represents combined total content hours distributed, owned or produced by Kew Media Distribution, TCB and including Architect, BGM, Collins Avenue, Essential, Frantic, Jigsaw, MHQ, OHM, Sienna, and Spirit.

Total Aggregate Content Hours Produced & Owned1

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KEW’s Extensive Content

  • Over 16,000 hours of content with

audiences in almost every country and platform worldwide

  • IP covers broad range of market

segments

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Non-scripted High End Documentary Scripted Digital Social Media Feature Film Family Live Events

HAUNTED HOSPITALS LEAVING NEVERLAND

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KEW ProdCos

Producer

  • Outward facing to universe of buyers
  • Preferred supplier to small set of

buyers

Buyers Producer

Organic Growth Drivers #1

Maximizing Customer Reach Through Enhanced Scale

Before KEW

Independent ProdCos

Extensive relationship network broadens ProdCo customer base

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Independent ProdCos KEW ProdCos

  • KEW retains larger portion of end

revenue

  • Large portion of fees going to third

party distributors

3rd Parties 3rd Parties

Before KEW

Integrated business model captures greater portion

  • f end-to-end revenue chain

Organic Growth Drivers #2

Maximizing KEW’s Distribution Platform

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KEW ProdCos

  • Access to capital and new channels

helps exploit brand value

  • Lack of resources and exposure to

traditional buyers stifles IP potential

Resources/capital required to fully exploit brands

IP Library Buyers

Licensing, Spin-offs, Digital Media, Branded Content KEW to surface IP

IP Library

Before KEW

Independent ProdCos

Integrated platform expands access to incremental revenue streams

Organic Growth Drivers #3

Maximizing Brand Value by Leveraging IP Library

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Acquisition-led Growth Opportunities for KEW

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Significant consolidation potential in a fragmented market

Near-Term Opportunities Long-Term Opportunities

  • CEO Steven Silver and Chairman Peter

Sussman (55+ years of combined industry experience) have demonstrated the ability to execute on transactions at attractive valuations

  • Targets available at attractive valuations
  • Targets would provide KEW with additional

content and distribution capacity to fuel further growth

  • As KEW grows and increases in scale,

larger acquisitions can be targeted resulting in significant growth

  • Diversify assets with talent management

and branded entertainment and content

  • Deep industry knowledge and proprietary

network positions KEW for attractive transformative opportunities

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Most Recent Acquisition: Essential Media Group

  • Essential Media Group is a leading independent producer of high quality factual, scripted and

documentary programming

  • Australia-based independent producer with a strong presence in the United States (Los Angeles,

Dallas-Fort Worth markets)

  • Key buyers of content include DIY, HGTV

, Cooking Channel, Animal Planet, ABC Australia, SBS, Foxtel Networks 7, 9 & 10, BBC, National Geographic, PBS, Discovery, Sundance, History Channel, Arte, Netflix and Fox Network

  • Principals to remain part of the KEW team

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  • Initial purchase price of AUD$32.8M represents 3.2x

Essential’s estimated fiscal 2018 Adjusted EBITDA

  • Further payments of up to AUD$32.5M to

vendors contingent on meeting certain financial and other tests over the next 3 years

  • Closed on July 24, 2018
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New Joint Venture: Two Rivers Media

  • KEW invested in new company Two Rivers Media alongside Alan Clements (CEO of Two

Rivers Media), Noble Grossart and the UK’s Channel 4

  • Two Rivers Media is based in Scotland
  • Formed by renowned industry production and distribution executive Alan Clements,

formerly head of STV productions, Scotland’s largest production company

  • Will produce a diverse slate of content including factual, entertainment shows and

scripted

  • Already in production on its first commission, Children of the Devolution, from

BBC Scotland

  • Demonstrates the continued expansion of KEW’s international footprint
  • The consideration paid for the investment was not seen as material from KEW’s

perspective

  • KEW has the option to acquire a controlling stake in the company
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New Joint Venture: 4East Media

  • Our House Media (OHM) purchased a stake in the

recently formed production company 4East Media

  • 4East will develop and produce multi-genre, unscripted

content

  • Led by industry veterans Sharone Ostrovsky, Peter

Esteves, Liz West and Sonya Roberts who are behind hit shows such as Hellfire Heroes (Discovery Channel), Every Word is Absolutely True (HBO) and Cash Cab (Discovery Channel).

  • Housed in OHM’s Toronto office, 4East will grow its

development and production slate with input and support from OHM’s executive team

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  • New orders across Group ProdCos
  • Add distribution titles
  • Sell from deep library
  • Maximize customer reach and
  • perating efficiencies from

enhanced scale

  • Share formats and production /

distribution opportunities across the Group

  • Smaller accretive acquisitions
  • Acquire companies to leverage

platform synergies

  • Multi-episodic productions, particularly

scripted

  • Large format hits across the Group
  • Maximize opportunities to capture

revenue throughout the value chain through enhanced geographic and vertical integration

  • Acquire larger, international

businesses to build global production platform – The best Super Indie

  • Acquire businesses that enhance

vertical integration and synergies

  • Create platform conducive to

development of ‘home runs’ – long- running, multi-episodic programming

Short-Term Objectives Medium / Long-Term Objectives

Future Growth Road Map

KEW is uniquely positioned with the business platform and resources to develop as a major super-independent and industry consolidator

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Recent Highlights

  • KMD distributed Leaving Neverland (HBO/Channel 4), about the Michael

Jackson abuse scandal,sells to over 190 territories worldwide

  • Recent Two Rivers Media investment, alongside Alan Clements, Noble

Grossart and the UK’s Channel 4, to produce a diverse slate of content

  • Dance Moms, one of KEW’s largest production contracts and longest

running shows, returns for 8th season, totaling over 200 hours of content

  • Oscar-winner Alex Gibney directs The Inventor: Out for Blood in Silicon

Valley, about Elizabeth Holmes and the Theranos scandal

  • KMD enters partnership deal with Viacom’s Channel 5 for a range of

drama projects over the next 3 years including Clink and Cold Call

  • The first episode of season 5 of KMD-distributed Line Of Duty drew an

audience of 7.8 million; BBC One’s most-watched show of 2019. Season 6 commissioned

  • Jigsaw’s Dirty Moneypremieres on Netflix to rave reviews, and is in

discussions for a second season return

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Recent Film Festival Highlights

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  • KEW had 3 of the buzziest titles at the 2019 Sundance Film Festival
  • KMD distributed Leaving Neverland (HBO/Channel 4), about the Michael Jackson abuse

scandal, garners unprecedented sales interest

  • KMD distributed Leonard & Marianne: Words of Love, acclaimed director Nick

Broomfield’s exploration of Leonard Cohen’s relationship with Marianne Ihlen

  • The Inventor: Out for Blood in Silicon Valley, from Jigsaw Productions. High profile

documentary about Elizabeth Holmes and the Theranos scandal for HBO

Sundance Film Festival

  • KEW brought a slate of 59 titles to the 2019 EFM at the Berlin Film Festival
  • Rodney Ascher’s documentary A Glitch in the Matrix produced by Campfire Film &

Television’s Ross Dinerstein with Rebecca Evans and Ross Girard Executive Producing

  • Rock documentary Suzi Q, the definitive, unexpurgated story of the girl from Detroit City

who redefined the role and image of women in rock ‘n’ roll. The film features music icons Suzi Quatro, Alice Cooper, Deborah Harry, Joan Jett and Sir Tim Rice

European Film Market (EFM)

  • KEW brought a slate of 57 titles to the 2018 AFM
  • Chaka Khan: Keep on Holdin’ On about the music legend’s life and career
  • Divide and Conquer: The Story of Rogers Ailes from KEW’s Jigsaw Productions
  • Margaret Atwood: Encounters, an intimate film that follows Atwood (author of The

Handmaid’s Tale) and her partner, author & activist Graeme Gibson

  • Documentary on music icon Prince - Mr. Nelson: On the North Side

American Film Market (AFM)

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MIPTV 2019

  • KMD is launching 46 titles totaling 183 hours at MIPTV, including

9 new titles from KEW Production Companies

  • KEW collaboration titles include season 2 of BGM’s Haunted

Hospitals, Essential’s Griff Off the Rails: Down Under, OHM’s Silent Witness: Murder in Amish Country, and Jigsaw’s Laurel Canyon

  • Other titles coming to market include The Cavern Club: The Beat

Goes On, Clink, and Line of Duty season 5

  • TCB is launching 36 titles totaling 211 hours at MIPTV, including 5

new titles from KEW Production Companies

  • KEW collaboration titles include OHM’s Murder Wall and What

You Get for the Money, and Essential’s Anna Gare’s Taxi Fare

  • Other titles coming to market include Underground World,

Banged Up, and House of Extraordinary People

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Key International Content Market in Cannes, France - April 8-11

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Q4 2018 Financial Highlights

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  • Revenue: $41.4 million
  • Gross Profit: $17.6 million
  • Revenue: $29.2 million
  • Gross Profit: $12.4 million

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Revenue: $81.7 million Gross Profit: $31.7 million Adjusted EBITDA1: $15.3 million Net Income: $11.7 million Adjusted Net Income: $14.8 million Adjusted EPS: $1.06 per diluted share

1) Adjusted EBITDA is a non-IFRS measure. See 'Disclaimer and Forward-Looking Statements’.

Production Distribution

Segmented Results

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2018 Financial Highlights

Production Distribution

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  • Revenue: $136.9 million
  • Gross Profit: $40.3 million
  • Revenue: $87.2 million
  • Gross Profit: $35.8 million

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Revenue: $224.1 million Gross Profit: $76.2 million Adjusted EBITDA1: $26.9 million Net Income: $4.3 million Adjusted Net Income: $23.1 million Adjusted EPS: $1.74 per diluted share

1) Adjusted EBITDA is a non-IFRS measure. See 'Disclaimer and Forward-Looking Statements'.

Exceeded 2018 Adjusted EBITDA1 Guidance of ~$26.5 million

Segmented Results

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Strong Historical Growth

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$12.9 $14.9 $19.7 $31.92 2015 2016 2017 2018

1) All figures are pro-forma for the entities included in the qualifying acquisition, but are only valid from the date of acquisition and forward for TCB, Sienna and Essential. 2) Pro-forma Adjusted EBITDA is $31.9 million, being the FY18 $26.5 million Adjusted EBITDA of $26.9 million plus an additional approximate $5 million from the period January 1, 2018 to the date of acquisition to reflect a full year’s results of Essential Media Group 3) Adjusted EBITDA is EBITDA excluding certain items to better analyze trends in performance and after non-controlling interests. These adjustments result in a truer economic representation on a comparative basis. Adjusted EBITDA includes the add-backs made to calculate the Adjusted Net Income and additional add-backs for interest expense, net of interest income, depreciation and any non-cash amortization (to the extent not added to Adjusted Net Income). See “Non-IFRS Measures” and “Forward-Looking Statements” below in this press release. See 'Disclaimer and Forward-Looking Statements'.

Pro-Forma Adjusted EBITDA ($M)1

  • KEW remains focused on contributing

higher margin titles in its product mix of its revenues

  • KEW’s results in any given quarter or

year can be affected by seasonality and/or specific product delivery timing

  • Typically, production occurs over the

summer and starts delivering in the fall and winter months

2019 Adjusted EBITDA3 organic growth of mid to high single digit percentage over the annualized Pro forma Adjusted EBITDA of $31.9 million

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Balance Sheet and Free Cash Flow

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As of December 31, 2018 ($ Millions) Cash and Equivalents $24.9 Net Debt1 $99.0 Adjusted Net Debt2 $82.5 Adjusted Net Debt to Pro forma Adjusted EBITDA3 2.6:1 Free Cash Flow Before Working Capital4 $18.5 Free Cash Flow After Working Capital4 $5.3 Free Cash Flow After Investment in Film & TV4 ($30.9) Adjusted Free Cash Flow4 $5.3

Strong balance sheet provides financial flexibility to pursue continued growth through acquisitions

1) Net Debt is debt less any cash and cash equivalent balances. 2) Adjusted Net Debt is Net Debt less interim production loans provided by KEW MEDIA treasury less effect of foreign exchange movements. See “Non-IFRS Measures” and “Forward-Looking Statements.” 3) Pro-forma Adjusted EBITDA is $31.9 million, being the FY18 $26.5 million Adjusted EBITDA of $26.9 million plus an additional approximate $5 million from the period January 1, 2018 to the date of acquisition to reflect a full year’s results of Essential Media Group. 4) Free Cash Flow is Adjusted EBITDA adjusted for additions to Property and Equipment, Interest and cash taxes. Please refer to the Appendix for reconciliation of Adjusted FCF.

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SLIDE 27

Appendix

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Kew Media Production1

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  • Frantic Films has a wide range of content,

including documentary, factual, reality, drama, comedy and variety

  • Architect Films Inc. specializes in non-

scripted, mass-audience, lifestyle programming primarily for female viewers in the 25-54 age range

  • Bristow Global Media Inc. (BGM) is a multi-

platform content company with productions across all genres, including scripted, lifestyle, reality, documentary and sports

  • Our House Media (OHM) focuses on non-

fiction reality, factual entertainment, docu- dramas and documentary content

  • Media Headquarters (MHQ) specializes in

developing, producing and exploiting multi- platform content rights across genres such as scripted, lifestyle, reality, competition and documentary

  • Collins Avenue is a premier reality

content producer based in Los Angeles, led by prolific producer Jeff Collins

  • Essential is a leading independent

producer of high quality factual, scripted and documentary programming

  • Spirit Digital Media Ltd. is a next-

generation digital production company focused on creating and monetizing customer-centric digital content that capitalizes on current audience behaviours

  • Jigsaw Productions is helmed by

Oscar-winning filmmaker Alex Gibney and produces award-winning documentaries and premium non-fiction television and dramatic series

1) KEW owns 100% of each production company except Spirit Digital Media Limited (55.0%), Collins Avenue Productions LLC (50.5%), Jigsaw Productions LLC (50.1%), Awesome Media & Entertainment (20.0%), 4East Media Inc. (19.99%), and Two Rivers Media (0.0%).

  • Award-winning production company run

by Jennifer Kawaja and Julia Sereny. They develop and produce scripted content with international appeal

  • 4East Media is experienced in multiple

genres including reality, lifestyle, documentary, docudrama and news

  • Awesome is a creatively driven content

company focused on originating amazing stories with compelling characters in immersive worlds

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Adjusted EBITDA and Free Cash Flow (FCF)

Three months ended December 31, 2018 Three months ended December 31, 2017 Year ended December 31, 2018 Year ended December 31, 2017 Total revenue 81,692 94,489 224,060 195,166 Total gross profit 31,713 19,401 76,160 44,052 Gross profit margin 38.8% 20.5% 34.0% 22.6% Production and distribution G&A(1) 14,547 15,026 41,549 27,852 Corporate G&A 2,724 1,053 10,350 8,909 Adjusted net income before certain items 14,442 3,322 24,261 7,291 Revenue % 17.7% 3.5% 10.8% 3.7% Gross profit % 45.5% 17.1% 31.9% 16.5% Less: Non-controlling interest in EBITDA 268 (615) (887) (1,746) Add: Corporate reorganisation costs

  • 2,129

315 2,928 Add: Exceptional costs 619 1,926 3,183 2,586 Adjusted EBITDA 15,329 6,762 26,872 11,059 Additions to property and equipment (1,434) (532) (2,236) (1,158) Interest (1,832) (1,291) (6,124) (2,957) Cash taxes

  • FCF before movements in working capital

12,063 4,939 18,513 6,944 Net change in working capital 2,207 (36,170) (13,248) (58,408) FCF after movements in working capital 14,270 (31,231) 5,265 (51,464) Additions to film and television rights net of amortisation (17,399) 33,469 (36,175) 30,835 Adjusted FCF (3,129) 2,238 (30,910) (20,629) 29

1) G&A means general and administrative expenses.

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Historical Reconciliations

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($000s) PF 2015 PF 2016 Net income attributable to ow ners of the Parent 961 (6,781) Provision for income taxes (recovery) (434) 753 Interest and finance costs 3,472 2,968 Depreciation and amortization 816 1,545 Share-based compensation expense 1,128 1,162 Non-recurring items 1,936 11,313 Estimated acquired library amortization 2,749 2,321 Annual run rate synergies 2,300 2,300 Non-controlling interests 3,212 2,881 KEW Adjusted EBITDA (Incl. Non-controlling interest) 16,140 18,462 Non-controlling interests EBITDA (3,212) (3,572) KEW Adjusted EBITDA 12,927 14,890 ($000s) PF 2017 Net income attributable to ow ners of the Parent (16,140) Provision for income taxes (recovery) 197 Interest and finance costs 3,733 Depreciation and amortization 1,099 Share-based compensation expense 4,304 Non-recurring items 19,918 Acquired intangible amortization 7,347 (Gain) / Loss on change in fair value of financial liabilities (560) Non-controlling interests 2,384 KEW Adjusted EBITDA (Incl. Non-controlling interest) 22,281 Non-controlling interests EBITDA (2,573) KEW Adjusted EBITDA 19,708

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