MediaEntertainmentNovemberVF.pdf

3
TABLE OF CONTENTS Media & Entertainment
I. Film/TV Sector Update 4-9
II. ParamountSnapshot 10-17
III. SportsSector Update 18-24
IV. Gaming Sector Update 25-31
V.
Manchester UnitedDeal
Analysis
32-42

4
Film/TV Sector Update Media & Entertainment
I. Film/TVSector Update 4-9
V.
ManchesterUnitedDeal
Analysis
32-42

5
*Sources: CapIQ
Film/TV Companies Stock Price Changes (LTM)
Film/TV company stock prices have ended the year generallyup in line with the S&P, with
Lionsgate & Netflix massivelyoutperforming and Paramount & Disney underperforming
-40.0%
-20.0%
0.0%
20.0%
40.0%
60.0%
80.0%
100.0%
Paramount Global (NasdaqGS:PARA) - Share Pricing Netflix, Inc. (NasdaqGS:NFLX) - Share Pricing
The Walt Disney Company (NYSE:DIS) - Share Pricing Comcast Corporation (NasdaqGS:CMCSA) - Share Pricing
Warner Bros. Discovery, Inc. (NasdaqGS:WBD) - Share Pricing Lions Gate Entertainment Corp. (NYSE:LGF.A) - Share Pricing
S&P 500 (^SPX) - Index Value

6
*Sources: CapIQ
Film/TV Companies TEV/EBITDA Changes (LTM)
0.0x
5.0x
10.0x
15.0x
20.0x
25.0x
30.0x
35.0x
40.0x
Paramount Global (NasdaqGS:PARA) - TEV/EBITDA Comcast Corporation (NasdaqGS:CMCSA) - TEV/EBITDA
Lions Gate Entertainment Corp. (NYSE:LGF.A) - TEV/EBITDA Warner Bros. Discovery, Inc. (NasdaqGS:WBD) - TEV/EBITDA
Netflix, Inc. (NasdaqGS:NFLX) - TEV/EBITDA The Walt Disney Company (NYSE:DIS) - TEV/EBITDA

7
A Tale of Two Stories: Disney & WBD Earnings Reports
Oct. 1, 2023 Oct. 1, 2022 % Change Oct. 1, 2023 Oct. 1, 2022 % Change
Revenues 21241 20150 5.4% 9979 9823 1.6%
Operating Income (Loss) 2083 542 284.3% 97 -2190 104.4%
Net Income (Loss) 694 254 173.2% -407 -2285 82.2%
Basic EPS 0.14 0.09 55.6% -0.17 -0.95 82.1%
Diluted EPS 0.14 0.09 55.6% -0.17 -0.95 82.1%
Adjusted EBITDA 2976 1597 86.3% 2392 1666 43.6%
Free Cash Flow 3428 1376 149.1% 2059 -192 1172.4%
Gross Leverage Ratio 4.3 4.5 -5.3% 4.4 4.5 -2.8%
DTC Subscribers 112.6 102.9 9.4% 95.1 95.0 0.1%
DTC Adjusted EBITDA -420 -1406 70.1% 111 -634 117.5%
Disney Warner Bros. Discovery
• Disney and WBD released their earnings reports in back-to-back days with wildly different market reactions: WBD dipped nearly 20% while Disney rose nearly 4%
• On the surface the investor reaction to WBD seems peculiar given the massive financial improvement of the company on a YoY basis
o WBD was able to achieve DTC profitability (a task Disney is still chasing) and substantial FCF growth but suffered stagnant DTC subscriptions on a YoY basis
(and declining from prior quarter). Meanwhile, Disney was able to achieve more growth in revenue and EBITDA

8
A Tale of Two Stories: Disney & WBD Earnings Reports
3.0
4.5
2.5
3.0
0.0
1.0
2.0
3.0
4.0
5.0
6.0
7.0
8.0
Initial Target On Track to Achieve
Disney CostSavings by Fiscal 2024 ($bn.)
SG&A and Other Operating Cost Savings
Savings on Cash Content Spend (non Sports)
2924
1944
277
69
5214
2833
1709
215 111
4868
0
1000
2000
3000
4000
5000
6000
Distribution Advertising Content Other Total
-3.1% -12.1% -22.4% 60.9% -6.6%
WBD Linear TV RevenueBy Segment($bn.)
Q3 22' Q3 23'
2630
2396
0
500
1000
1500
2000
2500
3000
Q3 22' Q3 23'
WBD Linear TV Adjusted EBITDA
• One of the biggest factors of WBD’s stock decline was its
worsening linear networks (cable TV) revenue and
profitability
• Meanwhile Disney was able to maintain a constant
amount of operating income & adjusted EBITDA in the
segment
• That coupled with Disney’s accelerated pace of cost cuts
gave investors more confidence in it over WBD
*Sources: 10kfilings, WBD & Disney InvestorPresentations

9
Defeat Against Netflix in “The Streaming Wars”
Netflix Winning Streaming War Netflix and Sony’s Success
• It has become increasingly clear that Netflix
has won “The Streaming Wars”
• News has broken that Disney is going to
license at least 14 shows and films to
Netflix: a reversal of their policy to keep
content exclusive to Disney+
• Prior to 2020 many of the major studios
including Disney had longstanding licensing
contracts with Netflix. Disney walked away
from a licensing extension with Netflix in 2019
as it was launching Disney+.
• From 2020-2022 the major studios launched
and sought to grow their own streaming
services through excessive content spend and
keeping content exclusive
• Due to the massive unprofitability of
streaming and worsening stock prices, studios
had promised investors to make their
streaming services profitable by the end of
2023/2024 They have attempted to reduce
content spend, raise prices, and find new
revenue streams
o So far only WBD has achieved that
(slightly), in part due to beginning to
license content to Netflix and Amazon.
Now all the studios are licensing
• Netflix is now growing subscribers at a
faster pace than most other streaming
services while having substantially more
profitability
• The results paint not just Netflix, but Sony as
the winner of the Streaming Wars
• While Sony is one of the 5 largest film
production studios, it elected to not set up its
own streaming service. Instead, it decided to
enact large licensing agreements with Netflix
($3 bn. multiyear deal)
• In 2022 Sony Pictures Entertainment had
172% increase in operating income
• In Sony’s earnings release in November,
they had an 18.4% revenue in their
pictures segment and 7% growth in
operating income
o A large portion of the growth was from
licensing revenue.
• Head of Sony Pictures, Tom Rothman, called
Sony an “Arms Dealer”, in the Streaming Wars.
Now the losing parties in this Streaming Wars
are realizing that Sony was right
25.0
29.7
31.6 32.7
16.0
18.2
19.6
21.2
0.0
5.0
10.0
15.0
20.0
25.0
30.0
35.0
2020 2021 2022 TTM
Netflix Financial Growth (bn.)
Revenue EBITDA

10
Disney Snapshot Media & Entertainment
II. Paramount Snapshot 10-17
V.
ConsolidatedComms.
Take PrivateDeal Analysis
32-42

11
Commentary
• Shari Redstone, Paramount Global's controlling shareholder and non-
exec chairwoman, is open to a potential merger or sale of Paramount in
an industry where legacy media businesses should consolidate
however market conditions provide a difficult backdrop for dealmaking
o Shari Redstone owns National Amusements which owns nearly
all of the voting shares of Paramount global: giving her near total
authority on whether or not to sell the company
• Like comparable studios, Paramount has had difficulties operating
within the DTC space, with a largely unprofitable streaming segment
o For the Three Months Ended 9/30, the DTC segment had an
Adjusted EBITDA of ($238mm) compared to a ($343mm) loss
YoY for the same period
o This is worse than Netflix and Max (WBD). While its
better than Comcast's Peacock and Disney's Disney+,
those losses are significantly less impactful for the other
companies that have much higher revenues and
profitability in its other segments than Paramount does
o The Company has total debtof $16.972bn, with $14bn coming
in Senior Bonds and Notes, its market value is $9.2bn. This is
significantly down from the $26 bn market cap it had at the time
of the CBS Viacom Merger
o Total Debt/EBITDA: 7.0x
*Sources: CapIQ, CNBC
Paramount Seeking Strategic Alternatives
Paramount Global:Core Assets Owned(non exhaustive)
*The “X” over Simon & Schuster is reflective of Paramount’s recent sale of the asset to KKR

12
Paramount Global Competitor Landscape by Revenue Segment
Yes: TNT,
CNN
No Yes: ABC,
ESPN
Yes: NBC No
Yes: Max Yes:
Lionsgate+
and Starz
Yes:
Disney+
and Hulu
Yes:
Peacock
Yes
Yes:
Warner
Bros
Studios
Yes:
Lionsgate
Films
Yes: Disney
Studios
Yes:
Universal
Pictures
No
(beginning
to enter the
space)
TV Media
Direct to
Consumer
Filmed
Entertainment
72%
16%
13%
PARAMOUNTGLOBAL 2022
REVENUE SPLIT
TV Media DTC Filmed Entertainment

13
• Paramount has shifted into sales mode to shore up its balance sheet and boost
its FCF. It recently closed on its sale of Simon & Schuster for $1.6 bn in
cash, Bellator (MMA promotion) for an estimated $500mm, and is looking to
sell BET as well as other Showtime Assets "for the right price“: declined $3 bn.
offer for Showtime
• On November 16th, Paramount quietly released an 8k filing that gave
increased compensation packages to executives in the event of a change
of control within the next two years. This signals a meaningful
acknowledgement of the increased possibility of the company being sold
soon
o In the first 2 weeks of this month, news broke on deal talks between Shari
Redstone and numerous parties including the traditional major studios, the
major tech players, Netflix, and Activision
o A deal with Activision would be interesting given the potential
synergies between gaming IP eventually turned to film/tv content
o This has proven successful lately with this year’s success of the Super
Mario Brothers movie by Nintendo partnering with Universal ($1.4 bn.
box office) and the Last of Us TV show by Sony partnering with WBD
(24 Emmy nominations)
• The common sentiment is that there is substantial interest for Paramount
Studios and sports but little to none for its (non sports) linear networks and
Paramount+. However, its incredibly difficult to separate these assets
*Sources: WSJ, New YorkTimes, HollywoodReporter, PuckResearch
• The most advanced talks have been reported to be between Redstone’s
National Amusements (owner of Paramount) with content production studio
Skydance Media and its investor Redbird Capital, a sports and media focused
investment firm
• Skydance has quickly become one of the most successful content studios and
often partners with Paramount to co-produce films, including Transformers,
Mission Impossible, and Top Gun Maverick
• It might seem unusual for a smaller studio to be buying a larger one
• Redbird/Skydance wouldn’t technically be buying Paramount Global: to
do so would cost more than the AUM of the private investment firm
Redbird. Redbird/Skydance would instead be purchasing Shari
Redstone's National Amusements
o While Shari Redstone’s National Amusements only owns around 10%
of Paramount Global it has 77% of the voting stock. Thus, purchasing
this minority share in Paramount Global is buying control of it
o Estimates from Puck Research value Redstones stake in NAI at around
$2 bn. As Paramount’s stock rises on deal chatter, so will NAI’s value
• Redbird would likely focus on divesting significant assets in order to pay off
the debt on Paramount. There are also reports of 1000+ layoffs
Sale Discussion Background Redbird/Skydance Deal Advancement

14
Commentary
• Paramount could prove as a lucrative acquisition target for Big Tech
companies such as Apple, Amazon or Alphabet
o Paramount +’s 63mm subscriber base could help bolster streaming
growth for Big Tech companies
o Despite the FTC’s Chairman Lina Khan’s tight scrutiny and focus of
limiting Big Tech’s power, Apple, Amazon or Alphabet could be
seen as more feasible buyers from a regulatory perspective
o Other legacy media studios own TV broadcasting networks like Fox
or Disney (ABC) and Comcast (NBC); regulators won’t allow one
media company to own two broadcast networks
o While Paramount can divest CBS networks, it would be difficult as
CBS is incredibly integrated with Paramount+
• In a recent article with David Zaslav (Warner Bros., Discovery CEO) and
John Malone (Chairman of Liberty Media and WBD board member), said
that regulations will loosen as the financial condition of legacy media
companies worsen, especially if one or more of the merging companies
were facing bankruptcy
o Warner Bros. Discovery is said to have been solidifying its balance
sheet to become an acquirer in the next 12-24 months
o Bloomberg and Hollywood Reporter announced that David
Zaslav has recently met with Bob Bakish (CEO of Paramount) to
discuss a merger
• With Paramount's relatively small market cap compared to its peers and
increased level of financial distress, it's acquisition would come under less
scrutiny
• Shareholder value is being
destroyed
• EPSCAGR from 2020-
2023 is -120.9%
“We’resurrounded by a lot of companies that are – don’t havethe
geographic diversity that wehave,aren’t generating real freecash
flow,have debt that are presenting issues…. We’re de-levering at a
time whereour peers are levering up……..we could bereally
opportunistic over thenext 12-24 months.” – David Zaslav,CEO of
Warner Bros.,Discovery
in millions $USD, except EPS figures 2020A 2021A 2022A 2023A LTM
Revenue $25,285 $28,586 $30,154 $30,145
% growth 13.1% 5.5% 0.0%
Gross Profit 10,452 10,842 10,309 9,790
% margin 41.3% 37.9% 34.2% 32.5%
EBITDA 5,058 4,391 3,211 2,355
% margin 20.0% 15.4% 10.6% 7.8%
EBIT 4,665 4,001 2,833 1,949
% margin 18.4% 14.0% 9.4% 6.5%
Net Income 2,422 4,543 1,104 (1,101)
% margin 9.6% 15.9% 3.7% -3.7%
Diluted EPS 3.73 6.69 1.03 -2.34
% growth 79.4% -84.6% -327.2%

15
*Sources: SEC filings, Wall St. Journal, IndieWire, Bain & Co.
Paramount Seeking Strategic Alternatives Contd.
Upside Downside
• Paramount+’s 63mm subscribers can bolster Apple TV’s, Prime TV’s
or Alphabet’s streaming growth, along with a compelling content
library which is synergistic with Big Tech’s current IP
• Big Tech doesn’t own any broadcasting networks, making it less
likely for them to face regulatory hurdles in a given transaction
• Can increase Alphabet’s YouTube presence in the streaming world
beyond NFL Sunday Ticket and YouTube TV
• Paramount has one of the most succesful FAST's (Free Advertising
Streaming TV), Pluto TV, that can complement YouTube TV well
• Paramount’s high leverage levels wouldn’t burden Big Tech
balance sheets:
• Apple x Paramount Pro-Forma Total Debt/EBITDA: 1.1x vs. a
current Total Debt/EBITDA of 0.9x
• Amazon x Paramount Pro-Forma Total Debt/EBITDA: 2.4x vs. a
• Alphabet x Paramount Pro-Forma Total Debt/EBITDA: 0.5x vs a
• Apple is not known to be incredibly acquisitive company
• It’s last major acquisition (> $1bn) was 06/25/2019, acquiring the
Smartphone Modern Business from Intel Corporation
• Amazon likely has no need for Paramount as it already acquired
MGM in 2021
• Thus far, Big Tech’s media & entertainment segments have been a
way to drive more users to it’s core products – buying into
entertainment (which is expensive and is not a profitable business),
could be a negative NPV investment
• The acquisition of Paramount could inhibit these tech companies
from merging with or purchasing a more useful entertainment
company in the future like WBD or Disney
• By most metrics Paramount+ is less successful than Apple TV,
Amazon Prime, and YouTube TV which makes it less useful to these
companies
• There is likely more value in doing distribution, licensing, or
bundling deals with Paramount as opposed to merging with it
Potential Paramount Buyer Universe:Technology

16
*Sources: Hollywood Reporter, CapIQ, FCC
Paramount Seeking Strategic Alternatives Contd.
Upside Downside
• A merger between Paramount Global and WBD would create a media
powerhouse with iconic content libraries and diverse entertainment
assets allows for synergies including divesting Paramount+ and not
having to spend billions on next NBA rights negotiation (because
NBA rights are not as needed when you have the NFL rights)
• The CEO, David Zaslav, has continually stated that their needs to be
some form of consolidation among the studios, either through
mergers or partnerships, in order to combat the unprofitability and
churn of streaming.
• In a recent interview, Zaslav and John Malone (Chairman of Liberty
Media and Board Member of WBD) said that WBD is focused on
boosting FCF to become an acquirer of other large media companies
that are becoming distressed (John Malone specifically mentioned
Paramount and Zaslav has met with Paramount to discuss a merger)
• Potential merger would yield a burden on NewCo’s balance sheet
• Paramount Global Total Debt: $16.9bn
• Warner Bros. Discovery Total Debt: $44.8bn
• Subject to heavy regulatory scrutiny
• Paramount's dual stock ownership structure introduces complexity
that may pose challenges in a potential merger, coupled with
National Amusements holding nearly 80% of the voting shares
• Potential transaction will likely be after the 2024 U.S. presidential
election as WBD is prohibited from making acquisitions until midway
through 2024
• WBD stock price dropped dramatically on news that Zaslav was
discussing merger with Paramount
• Could limit WBD’s ability to sell itself to another company like
Comcast
• Paramount +’s 63mm subscribers could allow Comcast to bolster
their streaming platform following a sale of their 1/3 stake in Hulu to
Disney.
• Comcast has significantly more cash on hand (especially pots Hulu
sale) than other film/tv potential acquierers
• Peacock is the least successful streaming service out of the major
studios and could benefit from the combination of content
• Peacock is losing tons of money – $3bn loss in FY2023, as per
management
• Comcast’s current Total Debt/EBITDA: 2.6x
• Would be subject to extremely heavy regulatory scrutiny – the
NewCo would consist of two broadcast networks, NBCUniversal
(owned by Comcast) and CBS (owned by Paramount Global)
• “The dual network rule prohibits common ownership of two of the
“top four” networks(ABC, CBS, Fox, NBC) but otherwise permits
common ownership of multiple broadcast networks.
• Comcast would essentially have to buy all of Paramount's assets
except CBS in a similar transaction structure to Disney's acquisition
of Fox (where they didn’t buy Fox network/Fox Sports)
• No clear indication if combining 2 unsuccessful streaming services
will create a successful one: could significantly increase risk

17
*Sources: Hollywood Reporter, CapIQ, FCC
Analysis at Various Prices – Paramount Global
Offer price
($ in millions, except share price data) Current $14.00 $14.50 $15.00 $16.00 $17.00 $18.00 $19.00 $20.00 $21.00 $22.00 $23.00
Implied premiums/discounts
Current share price (11/21/2023) $14.06 (0.4%) 3.1% 6.7% 13.8% 20.9% 28.0% 35.1% 42.2% 49.4% 56.5% 63.6%
52 week high $25.93 (46.0%) (44.1%) (42.2%) (38.3%) (34.4%) (30.6%) (26.7%) (22.9%) (19.0%) (15.2%) (11.3%)
52 week low $10.51 33.2% 38.0% 42.7% 52.2% 61.8% 71.3% 80.8% 90.3% 99.8% 109.3% 118.8%
1-month VWAP $12.00 16.7% 20.8% 25.0% 33.3% 41.7% 50.0% 58.3% 66.7% 75.0% 83.3% 91.7%
3-month VWAP $12.80 9.4% 13.3% 17.2% 25.0% 32.8% 40.6% 48.4% 56.3% 64.1% 71.9% 79.7%
6-month VWAP $14.22 (1.5%) 2.0% 5.5% 12.5% 19.5% 26.6% 33.6% 40.6% 47.7% 54.7% 61.7%
12-month VWAP $17.24 (18.8%) (15.9%) (13.0%) (7.2%) (1.4%) 4.4% 10.2% 16.0% 21.8% 27.6% 33.4%
(x) Total Fully Diluted Shares Outstanding 650.5 650.5 650.5 650.5 650.5 650.5 650.5 650.5 650.5 650.5 650.5 650.5
Implied Total Equity Value $9,146 $9,107 $9,432 $9,758 $10,408 $11,059 $11,709 $12,360 $13,010 $13,661 $14,311 $14,962
(-) Cash & Cash Equivalents 1,804 1,804 1,804 1,804 1,804 1,804 1,804 1,804 1,804 1,804 1,804 1,804
(+) Debt 16,972 16,972 16,972 16,972 16,972 16,972 16,972 16,972 16,972 16,972 16,972 16,972
(+) Total Minority Interest 514 514 514 514 514 514 514 514 514 514 514 514
Implied Total Enterprise Value $24,828 $24,789 $25,114 $25,440 $26,090 $26,741 $27,391 $28,042 $28,692 $29,343 $29,993 $30,644
Implied Multiples Metric
LTM TEV / EBITDA $2,355 10.5x 10.5x 10.7x 10.8x 11.1x 11.4x 11.6x 11.9x 12.2x 12.5x 12.7x 13.0x
LTM TEV / Revenue $30,145 0.8x 0.8x 0.8x 0.8x 0.9x 0.9x 0.9x 0.9x 1.0x 1.0x 1.0x 1.0x

18
Sports Sector Update Media & Entertainment
V.
Analysis
32-42

19
Netflix Shows Interest in NBA TV Deal
Sources: SBJ, ESPN
• As regular season viewership flattens, NBA pushes out its new in-season
tournament to increase viewership and fan engagement with the end of goal of
selling it to a big-time media sponsor
• According to NBA commissioner Adam Silver, ratings were up 100% over the
first weekend
• ESPN and NBA League Pass viewership is up 55% and 42%, respectively, but
the sample size is too small to yield any useful information yet
• Now, Netflix is rumored to be interested in pursuing broadcasting rights for
the NBA In-Season Tournament
NBA’s In-SeasonTournament Rollout
Why it makes sense for Netflix?
Other Tech Giants Entering Sports Media Realm
• Apple’s media rights deal with MLB and MLS
• Amazon Thursday Night
• Amazon, Apple, and Google continues to express interest in NBA TV rights
Successful Track Record with Sports Docuseries
• The Last Dance
• F1: Drive to Survive
• The Redeem Team
• Last Chance U
Netflix’s Ad-Supported Subscription Tier
• Netflix currently has ~15mm ad-supported subscribers
• Live sporting events are complementary to Netflix’s ad-supported tier
Potential Headwinds for Netflix
Expensive Bidding War
• With many other tech giants rumored to be in the mix for the in-season
tournament’s TV rights, Netflix could end up paying a hefty price
• Netflix executives have publicly expressed concerns of this expensive
premium
NBA’s Flattening Viewership
• The NBA has been experiencing a decreasing/flattening of regular season
viewership
2.51
2.17
1.95
1.80
1.92
1.75
1.89 1.79
1.55
1.36
1.61
-20%
-10%
0%
10%
20%
0
1
2
3
2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022
NBA Regular SeasonAverage Viewership(inmm)
Regular Season Viewership YoY Change %

20
Shift in Dynamics for Women Basketball
Sources: WSJ, ESPN, SBJ
6/10 of the most watched women college basketball games
happened in 2023
Averageresale ticket price for women college basketball is up 75%
224.9 224.9 224.9 231.5 242 252.5
1,000.0
1,700.0
0
500
1000
1500
2000
in
thousands
NIL/WNBA Salary Comparison
It is estimated that basketball stars Caitlin Clark and Angel Reese
haveearned over 1mm and 1.7mmin NILdeals respectively
NCAA’smedia rights over 30 sportscurrently belongto ESPN is set
to expirein August2024
Center of debate around women basketballbroadcasting rights is
whether to unbundleand takeit to the market individually
9.90
2.50
2.41
2.26
2.25
2.24
2.23
2.17
2.05
2.04
0.00 2.00 4.00 6.00 8.00 10.00 12.00
Iowa vs LSU (2023)
Iowa vs Lousiville (2023)
Ohio State vs Uconn (2023)
Tennessee vs Duke (1999)
Tennessee vs Standford (2003)
UConn vs Duke (2006)
Viriginia Tech vs Ohio State (2023)
South Carolina vs Maryland (2023)
Minnesota vs Duke (2023)
Uconn vs Duke (2022)
Most Watched Women College Basketball Games (in mm)
ESPN’s currentdealis $38.5mm annually and a2021 reportshows
that women tournamentcould beworth $81-$112mm annually

21
Amazon Broadcast of First Ever NFL Black Friday Game
Background
• In 2021, Amazon reached an 11-year, $1.2bn annual media rights agreement for NFL
TNF to be streamed on Amazon Prime Video
• Amazon paid $100mm for the NFL’s first ever BlackFriday game’s exclusive
broadcasting rights, a one game deal
• Why has the NFL never had a Black Friday game? The Sports Broadcasting Act of 1961
o This act prohibited the NFL to broadcast games on Friday after 6 P.M.during
the Fall season to protect high school football viewership
o The NFL set the game at 3 P.M.,finishing before the 6 P.M. restriction
• Amazon offered the game for free to all Amazon users
o An initiative to boost BlackFriday spending on its platform and encourage
more Prime signups
o Advertised exclusive deals only to game viewers
o Allowed viewersto shop while watchingthrough QR scans on commercial
Unsatisfactory Viewership Results
Sources: WSJ, SMW, Amazon
• Amazon and the NFL’s expectations werethat demand for footballgames would still
be high between Thanksgiving and Saturday College Rivalry weekend
o 2022 Thanksgiving viewership (3 games): 33.5mm
o 2023 Thanksgiving viewership (3 games): 34.1mm
• The Black Friday game only averaged 9.61mm viewers
o 2nd lowest Prime game this year, slightly ahead of the Chicago Bears/Carolina
Panther at 9.56mm
o ~22% below the season average
12.30
9.76
9.61
9.56
0.00 5.00 10.00 15.00
2023 Season (Week 2-11)
2022 Season
Miami Dolphins vs NY Jets (BF Game)
Chicago Bears vs Carolina Panthers (2023)
Amazon TNF Average Viewers (inmm)
$80
$100
$0
$20
$40
$60
$80
$100
$120
Thursday Night Football Games Black Friday Game
Amazon Broadcast Right Cost per Game (in mm)

22
F1 Las Vegas Grand Prix
Las Vegas Grand Prix Challenges
Sources: The Athletics, CNBC, SI, ESPN, WSJ, Huddle Up
Growing Long Term Fan Base
Liberty Media invested $500mm into the F1 Las Vegas Grand Prix, the most expensive
sporting event in US this year
OverlyExpensiveAdmissionTickets
• Ticketprices were in the range of $500-$1,500 per day; Grandstand tickets were as high
as $2,000 in secondary markets
• This expensive entry might have priced out many true fans, as there were ~10,000
unsold tickets the day before the race
Miscalculations
• F1 officialsadmitted that they did not factorin temperature considerations forthe
audience
• Opening practice cancelled due to the damaging of CarlosSainz’s vehiclecaused by a
broken drain cover
57
50
42
32
0
10
20
30
40
50
60
MLB NFL NBA F1
Average Audience Age Across Major Sports
Commentary
Despite many unexpected challenges, Liberty Media should feel optimistic about the future
of Formula 1
EconomicImpact
• Economistestimate that the GP will have an economic impact of $1.2bn on Las Vegas
(graph compares Las Vegas GP to Super BowlLVII, one of the most successful SBs)
• This figure could entice other major cities to join in on the Formula 1 hype
Viewership
• The race averaged 1.3mm viewer (2023 season average: 1.12mm)
• 2023 season becomes the 2nd most watchedseason of all-time on ESPN
YoungAudienceBase
• Contrary to other major sports leagues, F1’s audience is getting younger
• If F1 can continue to sustain popularity, the demographic advantage willpay dividends
forlong-term growth
EconomicHighlights (in mm)
428
500
1300
1200
0 500 1000 1500
2023 Super Bowl
F1 Las Vegas Grand Prix
Est. Economic Impact Cost

23
CAA Evolution, The New Investment Bank for Sports
New Bank for Sport Investing
CAA Assets and Latest acquisitions
• Creative Artists Agency (CAA) and deal maker Michael Klein will be launching CAA Evolution, a new investment bank focused on sports, media, and entertainment
deals. The leaders are aiming to handle large media deals, sports team sales, and capital raises, including IPOs
• CAA Evolution is positioned in competition against LionTree and the Raine Group, known for advising on significant sports and media deals like Warner Bros.
Discovery, UFC and WWE unions, and Chelsea Football Club’s sale
• Klein emphasizes launching CAA Evolution amidst a growing sports ecosystem, with increasing private equity and sovereign wealth fund investments in sports, as
traditional family-owned franchises decline
• Private equity firms and other investors are already planning on investing in CAA Evolution
• Endeavor Group Holdings who got shut down by PGA for an investment in the company could be taking advantage of this new oppor tunity. As Endeavor said last
month, it was exploring strategic opportunities
CAA has acquired ICM partners for $750 Million , largest talent agency transaction
since WME acquired IMG in 2014
Largest Investor: Pinault Investment Firm
French billionaire Francois-Henri Pinault has completed his $7 billion
acquisition of Creative Artists Agency in September 2023.
Potentials
CAA Evolution holds promising growth prospects if it decides to go public
even if the IPO market has not totally gained back its confidence. The sport
market has been vibrant for deals this year and is not expected to stop soon

24
Flutter Entertainment PLC on its way to the NYSE
ESPN Bet App by PenEntertainment
Implications ofFanDuel’s NYSE Listing
Analysts Ratings – Flutter Entertainment PLC
• Flutter, global online-gambling company that owns FanDuel,
Sportsbet, PokerStars, and Paddy Power, applied to list FanDuel on
NYSE in first quarter of 2024
• FanDuel is currently listed on the London Stock Exchange and will
make it easier for US investors to buy and sell the stock
• DraftKings and Flutter are leaders in the online sports betting
market and constantly battling for market shares
• For FanDuel, this is more capital for their growth story and
pressure on DraftKings, their largest competitor
• Penn Entertainment invested $1.5 billion in a deal with ESPN. Penn
Entertainment will operate ESPN Bet while ESPN promotes the app across
its online and broadcast platforms, as per the agreement, and granting ESPN
rights worth about $500 million to purchase shares in Penn
• It’s a growing market as regulation ease and sport betting apps are getting
more accessible across states in the U.S.

25
Gaming Sector Update Media & Entertainment
V.
Analysis
32-42

26
VR & AR in the Gaming Industry
Sources: PurpleQuarter
o ARand VRTechnologyOverview
o Tailor-made for gaming and business, providing immersive
experiences with 3D graphics and audio
o Popular headsets include Oculus Rift,HTC Vive,Oculus Go/Gear
VR, PlayStation VR, and Google Daydream
Market Significance
ImmersiveVirtual EnvironmentsandPlatforms
o Consumers seek immersive virtualexperiences forlive events,
e-sports, and socializing
o Virtual environments are persistent, overlapping with the
physical world,enabling personalization and customization
o The global AR & VR market is expected to reach $137 billion by
2027, fueled by significant investments since 2019
o M&A activity doubled from2021 to 2022 as companies
recognize the need for global scale
GrowthFactorsandMarketDynamics
o Teenage engagement in gaming contributes to industry growth,
with over$240 billion invested in the industry
o Online and mobile gaming lead industry expansion, integrating
AR and VR technology forheightened engagement
o Meta Quest 2 headsets outsell combined sales of Xbox Series X
and S
0
5
10
15
20
25
30
0
2
4
6
8
10
12
14
2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028
ProjectedRevenue andVolume of the VR Headsets
Worldwide
Revenue (in $billions) Volume (in millions)
5-yr
CAGR
4.5%
Oculus Quest 2
Oculus Rift S
Oculus Rift
HTC Vive
Windows Mixed
Reality
Valve Index HMD
Other
VR Headset Share on Steam By Device
41.19%
11.34%
5.47%
6.21%
5.67%
19.23%
10.89%

27
The Metaverse in the Gaming Industry
Pioneering the Metaverse
o The global Metaverse market was worth ~$83.9bn in 2023
o 2030 revenue forecast: $1,303.4bn
o Virtual and augmented reality leading immersive technology in the
metaverse
o 53% of gamers aged 13-17 prefer inheriting a metaverse vacation
home over an exotic island
o 50% of non-online gamers in this age group express interest in the
metaverse
o Social interactions in gaming spaces drive metaverse growth,
extending to concerts, sports, work, and commerce
The Metaverse
Challenges and Costs in Metaverse Development
o Building large virtual-reality games is challenging and costly
o Development costs range from $80 million to $300 million, projected
to reach $1 billion by 2027
o Game developers require large player bases and partnerships to
recoup expenses
Growth and Impact on Global Video Game Market
o Global video game market expected to reach $196.5bn by 2025 at a
CAGR of 12.9%
o New equipment advancements enhance VR and AR gaming
experiences
o Metaverse integration intensifies the gaming world's connection with
the physical world
46.1 56.7 74.4
103.6
150.1
219.6
312.5
415.3
507.8
0.0
100.0
200.0
300.0
400.0
500.0
600.0
2022 2023 2024 2025 2026 2027 2028 2029 2030
MetaverseProjected Revenue(in $billions)
Gaming e-commerce Health &Fitness Workplace Others Total
Drivers in Healthcare
• Enables virtual doctor-patient sessions, virtual
wellness, fitness, mental health, and
interactions
• Examples include virtual surgeries on digital
twin-created dummies and secure patient
record storage with blockchain
• AI and ML advancements in XR applications
personalize medical training, patient education,
and therapy for improved engagement and
effectiveness
• Experiential training with real-time data-driven
applications enhances skills and knowledge
retention
• Metaverse utilized for ground crew training in
pre-flight inspections in the aviation sector
• Integration with XR supports weapon training,
flight training, and simulations, boosting market
growth
• Example: SimX in November 2022
Opportunities in A&D

28
142.0
163.3
177.5
200.0
0.0
50.0
100.0
150.0
200.0
250.0
2020 2021 2022 2023E
Amazon Prime Gaming: Number of Worldwide
Users
Gaming - Amazon Restructuring
Gaming Industry Restructuring
PrimeGaming MajorDevelopments
AmazonLayoffs
2
8
• Earlier this year Amazon cut nearly 100 staffers within its gaming
subsidiaries as part of its ongoing job cuts across the company
• Amazon is looking to focus their resources more on the areas that are
growing with the highest potential to drive their business forward
• Amazon made the decision to close two of their initiatives – Crown
Channel and Game Growth and refocusing their efforts on Prime Gaming
• With a new focus on delivering free games every month through Prime
Gaming Amazon to cut over 180 roles in their gaming sector this month
• Amazon Prime Gaming has a user base of more than 200mm prime
subscribers worldwide who have access to the service
• In 2020, Amazon invested over $500mm in its live interactive video
gaming industry, which includes Prime Gaming.
• The Amazon Prime Gaming app was downloaded approximately 4.7
million times from the Google Play Store in December 2020
• Amazon Prime gaming is available in over 200 countries worldwide.
• Amazon Prime Gaming bagged 1.24 million hours watched in the week
commencing March 22, 2021.
• It is estimated that Amazon Prime Gaming’s monthly active user count is
around 35 million.
Amazon isn’t the only video-gamemaker laying off employees, either. Earlier this
month, Bungie, the famed video-game maker of “Halo”and “Destiny,” laid off an
unspecified number of staff.Epic Games, Telltale Games, BioWare, Embracer
Group, and other studios have likewise cutpositions. Although the video-game
industry remains adominant force inpopular culture, it seems like many
companies are currently trimming back their ranks and expenses.

29
Netflix’s Cloud Gaming
Games ReleasedByNetflix
Netflix CloudGamingMajor Developments
Netflix Pushto Enter CloudGaming Market
2
9
• Netflix has already secured a licensing agreement with BonusXP,the studio
responsible for 'Stranger Things 3: The Game.'
• Netflix is now initiating the testing phase of its cloud gaming service in the
• United States, followingthe initial launch of limited trials in Canada and UK
• The ongoing limited beta testing of cloud-streamed video gaming, initiated on
August 14, 2023, in the United Kingdom and Canada, serves as a testament to
their dedication to expanding and diversifyingtheir array of services
• In a departure fromits competitors, Netflix is offering its games forfree to
• subscribers, with many of these titles linked to its most popular shows
• In its effortsto bolster its gaming division, the company has been actively
acquiring studios such as Boss Fight Entertainment, Night SchoolStudio, and
Finland’s Next Games. Concurrently,Netflix has also set up its own in-house
game development studios
• Netflix is taking on the challenging mission of attracting gamers in a market
where even established entities like Google (GOOG,GOOGL)struggled to make
headway. Google closed its Stadia game streaming platform in 2022, citing a lack
of users as the primary reason
• Currently, the twogames accessible are the original Oxenfree, produced by
Night School Studio (now under Netflix ownership), and a recent addition titled
Molehew’s Mining Adventure
• Netflixhas launched games linked to well-lovedseries such as "Love Is Blind," "The
Queen’s Gambit," "Stranger Things," "Narcos,""Nailed It!", and various others
• Moreover,they haveexpanded theircollectionby including a variety of widely
appealing games, includingpuzzles, platformers, cardgames, strategy games, kids’
games, and more
• They are currently inthe midst of creating videogames inspired by televisionseries
such as "Squid Game," "Wednesday," and "BlackMirror,"among other titles
• Additionally, there have been discussions aboutthe potential release of a "Grand Theft
Auto" game fromTake-TwoInteractivethrougha licensing agreement, as mentioned in
the report
10%
17%
36%
41%
NO N- NET FL IX U SER S NET F L IX U SERS
USERS OF NETFLIX CLOUD GAMING
Use cloud gaming and plans to do so soon Know what cloud gaming is but are not rushing to use it

30
AI-Driven Evolution: Enhancing GTA-6’s Gameplay Experience
• Take-Two InteractiveSoftware'sCEOemphasizesAI'srolein
creatinga moreimmersivegamingexperienceinGTA6:
o By implementing advanced AI algorithms, the game aims to offer
more dynamic and responsive non-player characters (NPCs). This
innovation intends to simulate realistic behaviors, interactions,
and decision-making within the game's environment, elevating
the overall gameplay and player engagement
• LeveragingAItechnologyto revolutionizeGTA6:
o The focus lies on creating a living, breathing world withinthe
game, where AI-driven elements enhance the game's complexity,
from traffic patterns and pedestrian behavior to more
sophisticated NPC interactions. This aims to create an
unprecedented level of immersion and interactivity,setting a new
benchmark in open-world gaming experiences
AI in the upcoming GTA 6 game has many new impacts on the gaming
experience, changing the GTA games forever. These are some of the ways AI
will change GTA gameplay:
• Enhances interactions with non-playable characters (NPCs)
• NPCs become interesting and fun
• Engage in actual conversations and followdaily routines instead of remaining static
• Influence reactions of other players
• Improved traffic flow, with vehicles navigating the city sensibly rather than driving
aimlessly
• EconomicGrowthandInnovation:Theintegration of AI in gaming
within the United States fosters technological advancements and drives
economic growth. Gaming companies investing in AI technology
contribute to job creation, innovation, and the development of new AI-
related industries. This not only enhances the gaming experience but also
boosts the country'stechnological leadership and competitiveness on a
global scale
• Cultural InfluenceandTechnological Prowess:AI-drivengaming
showcases the United States' cultural impact and technologicalprowess.
As gaming continues to evolvewith AI, it reflects the nation's innovative
spirit and its ability to push boundaries in technology and entertainment.
This influence extends beyondgaming, shaping perceptions of the U.S. as
a frontrunner in cutting-edge AI applications
3 6 11 14.5 17.5 21.5 28
185
25
0
30
60
90
120
150
180
210
GTA:
Episodes
from
Liberty
City
GTA:
Vice
City
Stories
GTA:
Liberty
City
Stories
GTA
3
GTA:
Vice
City
GTA:
San
Andreas
GTA
4
GTA
5
GTA
6
(first
week
projection)
GTA unit sales by game (in millions)
Unit sales

31
Take-Two’sStrongQuarterandGrowthProjections
• 11/2023:Take-TwoInteractiveSoftwaresoaring stocksuccess and bright forecast
o For the September quarter, Take-TwoInteractiveSoftwaregeneratedbetter-
than-expected sales and earnings leading to excitement fromWall Street analysts
o In Take-Two’sfiscal second quarter ending on Sept. 30, the company had an
adjusted EPSof $1.22 and net bookings of $1.44bn beating estimates of $1.03
adjusted EPSand sales of $1.43bn
o The company in May said it will enter its next phase of growthin fiscal2025,
whichbegins in April 2024, as it plans to deliverseveral groundbreaking titles
that they anticipate willenable them todeliver over$8bn in Net Bookings and
over$1 billion in Adjusted Unrestricted Operating Cash Flow
o Wall Street analysts raised their price targets on Take-Twostockafter the
company’s earnings and GTA 6 game announcement
o Morgan Stanley analyst Matthew Cost hiked his price target from $160 to $175
due to excitement overthe new GTA game
o The company is releasing GTA 6 at a time when there’s a large installed base for
current-generation gaming consoles. Supply-chainconstraints that were a
headache in recent holiday seasons forgaming consoles- Sony’s PlayStation5
and Microsoft’sXboxSeries X and Series S- are not an issue anymore
o Take-Twois also banking on other major franchises, including “Red Dead
Redemption” and “NBA2K”
*Sources: CNBC, Investor’s Business Daily, IGN
CEO’s Enthusiasm:Strauss Zelnick’s Outlook on Take-Two and Stock Surge
Zelnick’sOptimismandGrowthVision
• 11/2023:Take-TwoCEOStrauss Zelnick bullish on company growth
in next fiscal year
o Besides being ecstatic about the GTA6 release, Zelnickis also
optimistic about three recently released mobile games: “Power
Slap,” “TopTroops” and “MatchFactory”
o The mobile games market has stabilized in 2023 after a down
year in 2022. And Take-Two’snew offerings look promising
o Take-Twohasweathered the worstof a post-pandemic slump,
and is prepared fora surge of growthin the coming years
o Company’s cost-cuttingmeasures undertaken earlier this year
exceeded the publisher’s targets, and that “wefeelgood about
how we’vestructured now”
“The definition of long tail... It is 10 years out and the title is up 190 million units
(sold) and remains profitable on an ongoing basis. ”
- Strauss Zelnick, Chief Executive Officer Take-Two Interactive Software
3.1
3.4 3.5
5.4 5.6
5.5
7.0
5.2
2.9
2.1
0
1
2
3
4
5
6
7
8
2020 2021 2022 2023 2024
Take-Two Revenue and Earnings
Revenue (bn.) Normalized EPS

32
Sports Sector Update Media & Entertainment
V.
ManchesterUnited Deal
Analysis
32-42

33
Manchester United PLC Company Background
• Manchester United PLC, ticker symbol MANU on NYSE, is a professional
football club that competes in the Premier League and is based in Greater
Manchester, England
• MANU has three main categories of revenue
o Commercial: sponsorship, retail, merchandising, apparel & product
licensing revenue
o Broadcasting: performance-based distribution of league broadcasting
revenue
o Matchday: ticket sales
• According to survey provided in the company 10K, MANU estimates to
have a combined total of 1.1 billion fans and followers (476mm fans and
635mm followers)
o “Fans”: those who answered MANU as their favorite football team
o “Followers”: those who proactively follow MANU
£3.20B
£583M
£648M
11.2%
£81M
£155M
MarketCap (as of 12/1/2023)
2022 Revenue
2023 Revenue
2022 Adjusted EBITDA
2023 Adjusted EBITDA
Sources: MANU 10K, Atom Finance, TheGuardian
Company Overview
• June 14, 2005: Malcolm Glazer acquires 98% of shares in MANU
• April 24, 2021: MANU fans began to protest and call for the sale of the team
by the Glazers family after attempt to join the European Super League
• November 22, 2022: The Glazer family announces intent to sale team
• February 2023: Qatari Islamic Bank chairman Sheikh Jassim and INEOS
founder Jim Ratcliffe announces intent to bid for team
• June 7, 2023: Jassim makes final bid for 100% of MANU at no more than
£6B
• October 14, 2023: Ratcliffe beats out Jassim in agreement of 25% minority
stake in MANU at £1.25B
Financial Statistics (FYE 6/30)
Major Shareholders
Lindsell Train Limited 20.32%
Ariel Investment, LLC 10.28%
Eminence Capital, LP 7.77%
BAMCO Inc. 2.14%
Cooperman, Leon G. 1.70%
Major Developments
YoY RevenueIncrease

34
Transaction Overview
Deal
Breakdown
• Jim Ratcliffe, British billionaire and founder of chemicals company INEOS Group
Limited is closing on a deal to buy 25% of Manchester United’s A and B shares at
$33 per share, valuing the club at a TEV > $6bn ($5.4 bn equity value. + $790
mm. existing debt)
o The club has been controlled by the Glazer family since it’s £790mm
leveraged buyout in 2005
o The American family has been deemed a controversial owner as the 2005
LBO has put the clubs balance sheet in distress
o The Glazers own >110mm Class B shares, with each share carrying 10
times the voting rights of one Class A shares
o Ratcliffe’s goal is to own the Class B shares because of the voting
components
• Additionally, Ratcliffe is expected to invest an additional sum of $300mm to buy
existing equity
• The Glazer Family was advised on the transaction by the sports and media
investment bank, Raine Group
o Raine also advised the sale of Chelsea in 2022
Bidding
Process
• Initially, Ratcliffe wanted to acquire the Glazers’ 67% stake of the club
• The other primary bidder was Qatari businessman Sheikh Jassim, who offered
to buy 100% of the club at a substantial premium to its current market valuation
o Jassim offered a higher valuation than Ratcliffe at $6.1 bn equity value
but due to internal disputes among the Glazer Family about selling the
full team the bid was not accepted and then rescinded
• It’s widely reported that the investment from Ratcliffe is the first step of buying
more shares from the Glazers over time via a “phased takeover”
Overviewof Manchester United
• Globally recognized football club with a large
international fanbase
• The club has won a total of 13 Premier League titles
• The club currently sits at #6 on the Premier League
table rankings
• Historically, the club has leveraged it’s world class
brand to secure various commercial sponsorships,
leading to a diverse pool of revenues
Overviewof Jim Ratcliffe
• Founder, chairman and majority owner of the chemicals
company Ineos Group
• Worth $20.8bn
• Ineos entertainment ownership:
o Nice in France’s Ligue 1
o Lausanne Sport in Switzerland
o Partially owns the Mercedes-AMG Petronas F1
team

35
Analysis at Various Prices – Manchester United
Offer Price
(£ in millions, except share price data) Current £18.50 £20.00 £25.00 £27.00 £30.00 £33.00 £34.00 £35.00 £36.00 £37.00 £38.00
Implied premiums/discounts
Current share price (12/27/2023) £20.46 (9.6%) -2.2% 22.2% 32.0% 46.6% 61.3% 66.2% 71.1% 76.0% 80.8% 85.7%
52 week high £26.84 (31.1%) (25.5%) (6.9%) 0.6% 11.8% 23.0% 26.7% 30.4% 34.1% 37.9% 41.6%
52 week low £14.94 23.8% 33.9% 67.3% 80.7% 100.8% 120.9% 127.6% 134.3% 141.0% 147.7% 154.4%
1-month VWAP £18.29 1.1% 9.3% 36.7% 47.6% 64.0% 80.4% 85.9% 91.4% 96.8% 102.3% 107.8%
3-month VWAP £19.42 (4.7%) 3.0% 28.7% 39.0% 54.5% 69.9% 75.1% 80.2% 85.4% 90.5% 95.7%
6-month VWAP £20.68 (10.5%) (3.3%) 20.9% 30.6% 45.1% 59.6% 64.4% 69.2% 74.1% 78.9% 83.8%
12-month VWAP £21.19 (12.7%) (5.6%) 18.0% 27.4% 41.6% 55.7% 60.5% 65.2% 69.9% 74.6% 79.3%
(x) Total Fully Diluted Shares Outstanding 162.5 162.5 162.5 162.5 162.5 162.5 162.5 162.5 162.5 162.5 162.5 162.5
Implied Total Equity Value £3,325 £3,006 £3,250 £4,063 £4,388 £4,875 £5,363 £5,525 £5,688 £5,850 £6,013 £6,175
(-) Cash & Cash Equivalents 100 100 100 100 100 100 100 100 100 100 100 100
(+) Debt 775 775 775 775 775 775 775 775 775 775 775 775
(+) Total Minority Interest -- -- -- -- -- -- -- -- -- -- -- --
Implied Total Enterprise Value £4,000 £3,682 £3,925 £4,738 £5,063 £5,550 £6,038 £6,200 £6,363 £6,525 £6,688 £6,850
Implied Multiples Metric
LTM TEV / EBITDA £199 20.2x 18.5x 19.8x 23.9x 25.5x 28.0x 30.4x 31.2x 32.1x 32.9x 33.7x 34.5x
LTM TEV / Revenue £824 4.9x 4.5x 4.8x 5.7x 6.1x 6.7x 7.3x 7.5x 7.7x 7.9x 8.1x 8.3x

36
Manchester United Trading Comparable Analysis (as of 12/25/23)
Commentary
• Manchester United plc is showing weakness in its profitability this yeardespite a steady
increase of its stockprice year overyear. The company is capturing 72.9% of its 52-week
high. A 25% sale of the company willgive the Glazer family control overthe operations,
whichseems to be underperforming.
• Atlanta Braves Holdings Inc showcases resilience with a solid 78.4% of the 52-weekhigh
retained and reasonable EBITDAmargins even after the split off with its parent company,
Liberty Media.
• Lions Gate Entertainment, with84.2% of the 52-week high, displays growth in revenue
and EBITDAyearover years. The low EV/EBITDAand EV/Revenue ratios indicate an
attractivevaluation for alternative investments.
• MSGS has a robust market position with 82.8% of the 52-weekhigh maintained. However,
the LTM P/E ratio of 92.6x suggests a more premium valuation compared to peers.
Manchester City Valuation and Capitalization

37
Manchester United Discounted Cash Flow Analysis
in millions (£mm) FY21A FY22A FY23A FY24E FY25E FY26E FY27E FY28E
Revenue £494 £583 £648 £653 £690 £775 £798 £818
% growth 0.8% 5.7% 12.3% 3.0% 2.6%
Commercial 232 258 303 311 329 357 366 375
Adidas 75 75 75 75 90 90 90
% growth 0.0% 0.0% 0.0% 20.0% 0.0% 0.0%
Main Shirt Sponsors 47 50 50 60 60 60 60
% growth 6.4% 0.0% 20.0% 0.0% 0.0% 0.0%
Secondary Shirt Sponsor 20 25 25 25 30 30 30
% growth 25.0% 0.0% 0.0% 20.0% 0.0% 0.0%
Other Commercial Revenues 116 153 161 169 177 186 195
% growth 31.9% 5.0% 5.0% 5.0% 5.0% 5.0%
Broadcasting 254 214 209 206 215 261 269 276
Premier League 170 144 142 140 140 184 189 194
% growth -1.4% -1.4% 0.0% 31.4% 2.7% 2.6%
UEFA 78 63 61 60 69 71 73 75
% growth 9.0% -3.2% -1.6% 15.0% 3.0% 3.0% 3.0%
MUTV 6 7 6 6 6 6 6 7
% growth 16.7% -14.3% 2.0% 2.0% 2.0% 2.0% 2.0%
Matchday 7 111 136 136 146 156 163 167
Season Ticket Revenue 37 39 39 40 41 41 42
# of purchases 50,000 50,000 50,000 50,000 50,000 50,000 50,000
Avg. season ticket price 741 778 790 802 814 826 838
% growth 5.0% 1.5% 1.5% 1.5% 1.5% 1.5%
Other Ticket Revenues 61 84 88 92 97 102 107
# of purchases per game 25,000 25,000 25,000 25,000 25,000 25,000 25,000
Average ticket price 81 88 92 97 102 107 112
% growth 8.6% 5.0% 5.0% 5.0% 5.0% 5.0%
# of games 30 38 38 38 38 38 38
Concessions 13 13 14 14 14 15 15
% growth 2.5% 2.5% 2.5% 2.5% 2.5% 2.5%

38
Manchester United Discounted Cash Flow Analysis, Contd.
in millions (£mm) FY21A FY22A FY23A FY24E FY25E FY26E FY27E FY28E
Employee Benefit Expenses 323 384 331 334 353 396 408 418
Other Operating Expenses (excl. D&A) 76 118 163 171 180 185 191 196
EBITDA 95 81 154 148 158 194 199 204
Operating Income (EBIT) -44 (85) (33) (40) (41) (29) (30) (32)
Effective Tax Rate 21.0% 21.0% 21.0% 21.0% 21.0% 21.0% 21.0% 21.0%
Net Operating Profit After Taxes (NOPAT) (18) (7) (8) (9) (6) (6) (7)
Plus: D&A 139 166 187 188 199 223 230 236
Less: Net CapEx on PP&E 6 8 16 17 19 20 22 35
Less: Net CapEx on Intangible Assets 92 85 125 114 121 136 140 143
Net Working Capital (215) (271) (306) (299) (316) (355) (365) (375)
Plus/(Minus) Change in Net Working Capital (56) (35) 7 (17) (39) (11) (9)
Unlevered Free Cash Flow (2) 4 56 34 22 51 41
1 2 3 4 5
Discounted Unlevered Free Cash Flow £51 £29 £18 £37 £28

39
Deal Valuation: MANU Present Value of Terminal Value & Unlevered Free Cash Flow
Commentary
• Our DCF analysis yields an implied price per
share of £21.66, a (34%) discount to Jim
Ratcliffe’s £33 per share offer
o Due to the nature of the competitive
bidding war that took place for the
soccer club, we believe the club is
being valued significantly beyond it’s
“intrinsic value”
• DCF Midpoint Valuation:
o TV Multiples: 28.0x – 30.0x
o WACC: 6.9% – 8.9%
o Range: £19.70 – £23.76
o Midpoint: £21.66
Offer Price: £33.00
• The terminal value EBITDA multiple was
derived by taking the median ‘24E
EBITDA multiple of its peer group
o Its comparable set includes
Atlanta Braves, MSGS and MSGE,
Lionsgate, Liberty Media, Sphere,
and TKO Group Holdings
Terminal Value
Terminal Multiple 29.0x
Terminal Value 5,911
Discount Rate (WACC) 7.9%
Present Value of Cash Flows
Total Present Value of Cash Flows 163
Mid Year Adjustment 170
Present Value of Terminal Value 4,038
Implied Enterprise Value 4,208
Plus: Cash & Short Term Investments 101.9
Less: Total Debt 790.7
Less: Pref. Equity ---
Less: Total Minority Interest ---
Total Implied Equity Value 3,519
Shares Outstanding 162.5
Implied Price Per Share £21.66
Implied Share Price at Assumed WACC & TV Multiples
TV Multiple
$21.66 26.0x 27.0x 28.0x 29.0x 30.0x 31.0x 32.0x
4.9% £22.53 £23.51 £24.50 £25.49 £26.47 £27.46 £28.45
5.9% £21.32 £22.26 £23.20 £24.14 £25.08 £26.02 £26.96
6.9% £20.17 £21.07 £21.96 £22.86 £23.76 £24.66 £25.56
WACC 7.9% £19.09 £19.94 £20.80 £21.66 £22.51 £23.37 £24.23
8.9% £18.06 £18.88 £19.70 £20.51 £21.33 £22.15 £22.97
9.9% £17.09 £17.87 £18.65 £19.43 £20.22 £21.00 £21.78
10.9% £16.17 £16.92 £17.66 £18.41 £19.16 £19.90 £20.65

40
Manchester United Weighted Average Cost of Capital Analysis (WACC)
Commentary
• Cost of Equity (Re):
o Calculated using the Capital Asset Pricing Model
o Risk-free rate represents the yield on the 10Y British Gilt
o Cost of Debt (Rd):
o Calculated an interest coverage ratio (EBIT/interest
expense), leading to a 10% company default spread
o Country default spread of 0.91%
o Calculated using Risk-free rate * (100% * Country
Default Spread) + Company Default Spread
• Weighted Average Cost of Capital:
o Calculated as follows:
o Debt/Total Capital * Rd + (1- Tax Rate) + Equity/Total Capital *
Re + Preferred/Total Capital * Rp
Sources: CapIq, Aswath Domodaran
Notes: Market Data as of 12/20/2023, Rd, Re, & Rp : Cost of Debt, Cost of Equityand Cost of Preferred respectively
Cost of Equity Calculation (CAPM)
Levered beta 0.74
Risk-free rate 3.51%
Equity risk premium 5.91%
Cost of Equity 7.9%
Cost of Debt Calculation
Risk-Free Rate 3.51%
Interest Coverage Ratio 0.817
Company Default Spread 10.00%
Country Default Spread 0.91%
Cost of Debt 10.0%
Weighted Average Cost of Capital Calculation (WACC)
Debt as a % of total capital 85.68%
Cost of Debt 10.0%
Tax Rate 21%
After-Cost of Debt 7.93%
Equity as a % of Total Capital 14.32%
Cost of Equity 7.9%
Weighted Average Cost of Capital (WACC) 7.92%

41
Manchester United Discounted Cash Flow Analysis: Model Assumptions
RevenueBuild:
Revenuedoesn’tincreasesignificantlydueto ManchesterUnited’sdeclineinperformance,affectingtheirstandinginthePremier League(currently6th in the Premier
Leaguecomparedto their 3rd placestandingin the PremierLeaguelast season),leadingto lesstournamentrevenueanda declineinEBITDA
• Commercial Revenues:
o The Club’s original agreement with sponsor adidas began 08/1/2015
o The Club signed a 10-year extension with adidas on 07/21/2023, which terminates 06/30/2035
o The current agreement willgenerate £75mm per year through 2025, witha 20% in 2026 to £90mm per year (Under the extension, an additional 900mm payment to be
made, terminating 06/30/2035
o Main shirt sponsor deal currently worth £50mm per year,with a 20% increase to £60mm in 2025
o Secondary shirt sponsor deal currently worth £25mm a year, witha 20% increase to £30mm in 2026
o “OtherCommercial Revenues” to grow at 5% flat through the forecast period
• BroadcastingRevenues:
o Premier League: Current contractis set to end in 2025 (weassume a 31.4% increase in 2026 whichis in line with previous rights growth in renewal contracts)
o UEFA:15% increase in 2025, with growth flatat 3% through the remainder of the forecast
o The UEFAclub’s competition three-year media rights deal started in the 2021/2022 season and is worth£3.5bn per season (spreadacross 20 clubs)
o 9% increase to the previous contract
o MUTV:flat 2% growth rate throughout the forecast period
• MatchdayRevenues:
o Season ticket revenue to hit £42mm by 2028, with 50,000 purchases per season
o Season tickets forthe current season sold out the fastest rate withits lowest everchurn, withan additional 150,000 peopleon the season ticket waiting list
o Average season ticket price to grow 1.5% YoY throughout the forecastwith an average season ticket price of £838 by 2028
o Other ticketrevenues to grow to £107 in 2028, with 25,000 purchases per game, with average ticket prices to grow to £112, with average ticketprice growing 5% per
year flat throughout the forecast
o Assumed 38 games per season at Old Trafford
o Concessions growing at 2.5% throughout the forecast period
Costs:
• EmployeeBenefit Expenses as a % of revenue stay constant with historical numbers
• Operating Expenses grow at 5% due to increase in higher distribution cost streaming and increased marketing of Women’s team

42
Manchester United Football Club Football Field Valuation Chart
$- $5.00 $10.00 $15.00 $20.00 $25.00 $30.00 $35.00 $40.00
Implied Share Price
Implied EV/ LTM EBITDA
Implied EV/LTM Revenue
EV/EBITDA 24E
EV/EBITDA 23A
EV/Revenue 24E
EV/Revenue 23A
25th to Median
Median to 75th
Implied Price/Share
Public Trading Comps:
Precedent Transactions:
DCF Analysis:
ImpliedShare Price of £16.62: 26.5% over pre-deal talks share price (Nov. 2022), 18.8% belowcurrent share price or
20.45 (Dec. 2023), £33price/share paidrepresents a98.6% premium

MediaEntertainmentNovemberVF.pdf

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MediaEntertainmentNovemberVF.pdf