RADIOCITY

May 27, 2019 1. National Stock Exchange of India Ltd. 2. BSE Limited Exchange Plaza, 5th Floor Corporate Relationship Department Plot No. C/1, G Block; Bandra (East) Phiroze Jeejeebhoy Towers Mumbai 400 051 Dalal Street; Fort Mumbai 400 001 NSE Scrip Code: RADIOCITY BSE Scrip Code: 540366 ISIN: INE919I01024 ISIN: INE919I01024 Dear Sirs, Sub: Investor Presentation Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith a copy of Investor Presentation on financial results of the Company for quarter and year ended March 31, 2019 along with acquisition details. The aforesaid Investor Presentation will also be uploaded on the website of the Company i.e. www.radiocity.in Kindly take the above on record and oblige. Yours faithfully For Music Broadcast Limited Chirag Bagadia Company Secretary and Compliance Officer Encl: a/a CIN: L64200MH1999PLC137729, Music Broadcast Limited | Register office: 5th Floor, RNA Corporate Park, Off Western Express Highway, Kalanagar, Bandra (E), Mumbai - 400051. | Tel: +91 22 66969100 | Fax: +91 22 26429113 | Website: www. radiocity.in Music Broadcast Limited Investor Presentation May 2019 Safe Harbor This presentation and the accompanying slides (the “Presentation”), which have been prepared by Music Broadcast Limited (the “Company”), have been prepared solely for information purposes and do not constitute any offer, recommendation or invitation to purchase or subscribe for any securities, and shall not form the basis or be relied on in connection with any contract or binding commitment what so ever. No offering of securities of the Company will be made except by means of a statutory offering document containing detailed information about the Company. This Presentation has been prepared by the Company based on information and data which the Company considers reliable, but the Company makes no representation or warranty, express or implied, whatsoever, and no reliance shall be placed on, the truth, accuracy, completeness, fairness and reasonableness of the contents of this Presentation. This Presentation may not be all inclusive and may not contain all of the information that you may consider material. Any liability in respect of the contents of, or any omission from, this Presentation is expressly excluded. Certain matters discussed in this Presentation may contain statements regarding the Company’s market opportunity and business prospects that are individually and collectively forward-looking statements. Such forward-looking statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and assumptions that are difficult to predict. These risks and uncertainties include, but are not limited to, the performance of the Indian economy and of the economies of various international markets, the performance of the industry in India and world-wide, competition, the company’s ability to successfully implement its strategy, the Company’s future levels of growth and expansion, technological implementation, changes and advancements, changes in revenue, income or cash flows, the Company’s market preferences and its exposure to market risks, as well as other risks. The Company’s actual results, levels of activity, performance or achievements could differ materially and adversely from results expressed in or implied by this Presentation. The Company assumes no obligation to update any forward-looking information contained in this Presentation. Any forward-looking statements and projections made by third parties included in this Presentation are not adopted by the Company and the Company is not responsible for such third party statements and projections. 2 Delivering Results as Promised; ahead of expectations! In Rs. Crs Revenue EBITDA PBT CAGR CAGR +13% CAGR 325 113 +32% 96 +13% 298 271 75 97 226 91 57 42 78 FY16 FY17 FY18 FY19 FY16 FY17 FY18 FY19 FY16 FY17 FY18 FY19 GROWING AT DOUBLE DIGIT CAGR 4 1. CONSISTENT Revenue Growth In Rs. Crs +9% 325 298 FY19 Highlights : ▪ Continues to grow more than the industry with 9% revenue growth ▪ Revenue Contribution from Phase III markets continues to grow disproportionately with improving utilizations ▪ Legacy Markets grew through a mix of yield improvement & inventory optimization ▪ Implemented 8% Rate hike across all 12 core markets FY18 FY19 5 2. Continuing OUTPERFORMANCE in Operating Profits In Rs. Crs 32.6% 34.9% +17% 113.2 FY19 Highlights : 97.1 ▪ Best in class margins in the industry ▪ Highest ever EBITDA and EBITDA margin on an annual basis ▪ Matured stations currently at ~45% operating margins ▪ Improving Yield and utilization on back of fixed cost business model translating into operating leverage FY18 FY19 6 3. PBT Showing 3X Revenue Growth In Rs. Crs 25.2% 29.4% +27% 95.5 FY19 Highlights 75.2 ▪ PBT growth at 27% i.e. 3X the revenue growth ▪ ~420 basis point improvement in PBT Margins ▪ Efficient reach expansion & optimum capital allocation towards Phase III stations FY18 FY19 7 FY19 - Growth Trajectory Throughout the Year! EBITDA PBT Margin Profile +23% +38% 32 28 EBITDA Margin PBT Margin 29 25 27 26 22 20 39.0% 34.4% 33.2% 32.9% 34.4% 28.7% 27.4% 26.9% Q1FY19 Q2FY19 Q3FY19 Q4FY19 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Q1FY19 Q2FY19 Q3FY19 Q4FY19 8 Q4 FY19 - Strong Performance with Record MARGINS In Rs. Crs Revenue EBITDA & Margins PBT & Margins +302 bps +446 bps +17% +24% +8% 82 32 39.0% 28 34.4% 27 23 76 36.0% 29.9% Q4FY18 Q4FY19 Q4FY18 Q4FY19 Q4FY18 Q4FY19 Q4FY18 Q4FY19 Q4FY18 Q4FY19 SUSTAINABLE Operating performance in spite of macro economic headwinds 9 Category Trends Q4 FY19 Industry Volume breakup: FY19 Industry Volume breakup: Government Government E commerce Real Estate BFSI Real Estate 23% 9% 8% 18% 8% 8% Growth (YOY) Growth (YOY) 11% 20% 10% 17% 42% 10% Source: Aircheck15 Markets 10 Listenership trends in Mumbai and Bengaluru Listenership Market Share Data Mumbai Bengaluru 20 30 20 e e r r a a h h S S % 1 %0 0 0 FY15-16 FY16-17 FY17-18 FY18-19 FY15-16 FY16-17 FY17-18 FY18-19 Mirchi One Radio City Red Big Fever Mirchi One Radio City Big Ishq Nasha Redtro Indigo Fever Mirchi 95 Average of FY16 - Single Average of FY16 - Single Multiple Frequency Multiple Frequency YTD Frequency YTD Frequency Market Share 12.0% 4.8% Market Share 12.3% 1.2% Source: RAM Data 11 *YTD : April –Mar 2019 Profit and Loss In Rs. Crs Q4FY19 Q4FY18 YoY Q3FY19 QoQ FY19 FY18 YoY Revenue 81.9 75.9 8% 87.0 -6% 324.7 298.3 9% Licenses Fees 5.0 5.3 5.5 21.4 21.3 Employee Expenses 16.3 17.1 16.7 69.0 68.9 Other Expenses 28.6 26.2 36.2 121.2 111.0 EBITDA 32.0 27.4 17% 28.6 12% 113.2 97.1 17% EBITDA Margin 39.0% 36.0% 32.9% 34.9% 32.6% Other Income 4.6 5.4 4.5 15.1 19.4 Depreciation/Amortization 6.9 6.7 6.8 27.1 26.3 EBIT 29.7 26.1 14% 26.3 13% 101.2 90.2 12% EBIT Margin 36.2% 34.4% 30.2% 31.2% 30.2% Finance costs 1.5 3.4 1.4 5.6 15.0 PBT 28.2 22.7 24% 24.9 13% 95.5 75.2 27% Tax 9.8 6.5 8.5 33.9 23.5 PAT 18.4 16.3 13% 16.4 12% 61.6 51.7 19% PAT Margin 22.4% 21.4% 18.8% 19.0% 17.3% Other Comprehensive Income 0.0 0.7 0.0 0.0 0.0 Total Comprehensive Income 18.3 17.0 8% 16.4 12% 61.6 51.7 19% 12 Balance Sheet Assets (In Rs. Crs) Mar-19 Mar-18 Liabilities (In Rs. Crs) Mar-19 Mar-18 Total Non Current Assets 334.3 490.1 Shareholders Fund 603.3 599.9 Fixed Assets 310.0 296.9 Share Capital 55.3 57.1 Tangible Assets 74.9 41.2 Intangible Assets 235.1 255.7 Other Equity 548.0 542.8 Intangible Assets Under Development 0.0 0.0 Total Non Current Liabilities 19.8 53.5 Financial Assets Long Term Borrowings 15.6 49.9 Investments 1.4 155.9 Long Term Provisions 4.2 3.6 Other Financial Asset 11.6 10.8 Deferred Tax Asset(Net) 4.6 18.2 Total Current Liabilities 107.3 45.2 Other Non Current Assets 5.1 6.7 Short Term Borrowings Non Current Tax Assets 1.7 1.7 Total Current Assets 396.2 208.5 Trade Payables 24.7 22.3 Current Investments 170.3 - Other Financial Liabilities 69.4 11.7 Trade Receivables 125.4 110.4 Short Term Provisions 0.7 0.7 Cash & Cash Equivalents 14.8 13.1 Bank Balances 63.9 63.0 Other Current Liabilities 10.5 10.5 Other Financial Assets 3.9 3.6 Current tax liabilities (net) 2.1 0.0 Other Current Assets 17.8 18.2 TOTAL EQUITY & LIABILITIES 730.5 698.6 TOTAL ASSETS 730.5 698.6 13 Key Updates Update on Acquisition of Friends FM 91.9 ▪ Terminates Business Transfer Agreement dated 24 April 2019 with Ananda Offset Private Limited (Friends FM 91.9) on account of uncertainty of receipt of regulatory approval from MIB ▪ Original Sales Alliance with Friends FM 91.9 continues for Kolkata market Ranked 6th by Great Place to Work® among Best Large Workplaces in Asia, 2019 ▪ Ranked #6 on this year’s Best Workplaces in Asia, 2019 study ▪ The study measured almost 1,200 eligible organizations that successfully created high-trust and high- performing cultures in the Asia Pacific and Middle East regions ▪ More than 1.6 million employees participated in the survey studies in 8 Asia-region countries where Great Place to Work is represented 14 Creating Value for FUTURE GROWTH Period (For the year 2018-2019) In Rs. Crs 170 160 150 140 44 ~Rs. 250 Cr 130 120 86 of Cash, Cash Equivalents 110 & Investments 100 (as on March 2019) 40 90 79 80 76 70 60 50 40 Opening Balance Net Cash Change in BuyBack & Others Cash Balance generated from Investing Activity Operations 15 Acquisition of BIG FM Target Reliance Broadcast Network Limited Company Acquisition of 58 Pan-India Radio Stations; 40 Stations to be Retained, 18 Stations may have to be surrendered by RBNL Key Assets under law Valuation Enterprise Value* : Rs. 1,050 Crore, Equity Value* : Rs. 350 Crore • All Cash Deal Transaction • Primary investment of Rs. 202 Crore for 24% stake by way of preferential allotment post signing Structure • On receipt of regulatory approvals investment of Rs. 348 Crore for remaining promoter stake by Q1 FY 21 Financials^ FY19 : Revenue : Rs. 256 Crore | EBITDA : Rs. 85 Crore Legal Advisor : Khaitan & Co. Investment Banker : EY India Advisors Financial & Tax Due-Diligence : PricewaterhouseCoopers Financial Advisor : ICICI Securities Limited * Subject to entering into definitive binding agreements 17 ^Carved out un-audited financials for 40 stations to be retained. Transaction Rationale RadioCity India’s No.1 • Combined 79 Stations largest in the country, FM Foot Print of ~82% Radio Network • Market Leadership across all key markets in terms of listenership & advertising BIG FM – • Popular brand with 13 Years of presence, offering in the Retro Music format, with target Adult Contemporary Popular Brand market of 45+ age group • No cannibalisation with Radio City as the genre is different 25 – 45 Year New • 30 new markets to be added, of which 10 markets where on MBL’s desired list as they Markets were of national significance, but were either not available or were exorbitantly priced BigFM • Helps to create a very powerful offering for advertisers to command premium pricing Synergies • Multiple frequencies would also be able to run successfully without cannibalising • Cost synergies that will help improve EPS Retro Music Cost Effectiveness • Acquisition will be more cost effective than greenfield set-up 45+ Year • Acquisition pay-out spread over the years 18 CIN: L64200MH1999PLC137729 Ms. Sangeetha Kabadi Email : sangeethak@myradiocity.com Mr. Jimmy Oza Email: jimmyo@myradiocity.com www.radiocity.in Contact Us CIN: U74140MH2010PTC204285 Ms. Payal Dave Email : payal.dave@sgapl.net Mr. Jigar Kavaiya Email : jigar.kavaiya@sgapl.net www.sgapl.net