Request for approval document



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REQUEST FOR APPROVAL DOCUMENT
Date: December 7, 2012
Sponsor Division: Sony Pictures Television
Primary Executive

Contact: Andy Kaplan, President, Worldwide Networks, SPT
General Description

of Activity or

Transaction: Launch of Animax digital SVOD service and linear branded block in the UK for an expected total investment of $0.2M to comprise as follows:

  • SVOD Animax branded service launching on stand-alone website, Playstation, iOS and Android and then extending to other connected devices.

- Animax branded programming block on Sony UK channel
Business Justification: The SVOD Animax digital service will provide SPT digital business with its first premium digital service in the UK that will sit alongside Crackle as an AVOD offer. Anime offerings in the UK are currently very limited with most UK anime fans using the US CrunchyRoll service. Animax SVOD will provide UK anime fans with a premium anime destination through a partnership with Viz Media, one of the leading publishers and distributors of Anime product, for content. Animax UK SVOD launch is the first step in SPT Networks strategy to evaluate and develop direct to consumer digital services across EMEA as both standalone channels and extensions of existing linear channels. Animax SVOD will enable SPT to test the business opportunity for SVOD services in a single market before evaluating strategy for further territory and brand launches.
Goal of Animax branded block on Sony UK Channel is to create a late night cult-audience destination, cross-promote to the SVOD service and deliver potential upside as the existing audience during this daypart is minimal. Concurrent linear and digital launch provides program buying leverage for both services.
Investment requirement is mitigated by leveraging existing SPE infrastructure including the global Animax website platform and ad sales representation from in-house agency Dolphin.


Anticipated

Closing Date: Channel launch planned for April 2013
Total Investment/

Payment to SPE: Investment deepwater mark of $0.2M under SPT’s base case including initial platform development for the Animax digital service of $0.1M with an additional $0.1M net investment in operational funding. Content will be licensed on a revenue share basis with Viz Media to mitigate investment risk. There is no incremental investment associated with the linear branded block.
Three/Five Year

Projections: See page 1of Exhibit #1 for base case business plan projections.


Summary Valuation/

Underlying Assumptions: The site assumes an average of 76K unique users per month in Year 1 (FY14) rising to 142K per month by FY18. All content will be available on an ad-free basis for subscribers as well as on a PPV basis.  Non-transaction users will be monetized through pre- and mid-roll advertising.  Each episode of new simulcast seasons will be made available on an AVOD basis for a short window of 2 weeks to encourage new users to try the service before up-selling them to the subscription service. SVOD service assumes 2.5% - 2.8% of unique users are converted to monthly subscribers at a retail price of $10 per month.  PPV service assumes 5% of unique users are PPV users at a transaction fee of $1.60.  Advertising will be sold as part of the existing deal that Crackle has with Dolphin and Videology.
Projected deepwater mark of $0.2MM. EBIT and Cashflow positive from FY14, cumulative breakeven achieved in FY17. NPV $0.1MM ($1.0MM including terminal value) and IRR 22%
Sensitivity analysis around retention and conversion rates would deliver the following:
Lifetime of a subscriber reduces from 6 months to 3 months

  • DWM increases by $188k

Retention rate for new users reduces from 40% to 20%

  • DWM increases by $25k

Subscription conversion rate reduces from 2.5%-2.8% down to 1.8%-1.5%

  • DWM increases by $132k

If all 3 downside scenarios occur together then total impact on DWM is potentially up to $643k


Detailed Description of

Material Terms: Content partner, Viz Media, is responsible for acquiring content (including any MGs), localization and formatting.
Digital Rights:

          • English language (dubbed or subtitled)

          • 3 year deal starting from 1 April 2013

          • Territory: UK and Ireland

          • Volume of content

            • Current/Simulcast – 200 episodes per year (titles under negotiation include Bleach and Naruto)

            • Library – 500 episodes per year

          • All content is streamed (no download)

          • Program rights

            • Transactional (rental)

            • Subscription

            • Free/Advertising supported

          • Fees: 50% net revenue share after deduction of direct costs (incl commissions on advertising and transactions, streaming fees, platform fees etc)

          • All platforms (including online, tablets, mobile, games consoles) via Animax branded channel

Linear rights:

          • English language (dubbed)

          • 18 month deal starting from 1 April 2013

          • 100 episodes (option to increase volume)

          • $200 per episode base fee with potential bonus based on commercial impact delivery

          • Territory: UK, Ireland and Malta

          • Unlimited runs


List of All Agreements: Program license agreements with Viz Media

Business Plan: See page 1of Exhibit #1 for base case business plan projections.

Description of

Any Material

Financial Risks: No material financial risks.
Description of Any

Material Legal/

Regulatory Risks: TBD
Description of

Any Material

Tax Implications: TBD
Other

Material Information: None

_____________________________________ __________________

BUSINESS LINE EXECUTIVE DATE


_______________________________________ __________________

DIVISIONAL PRESIDENT DATE


_______________________________________ __________________

LEGAL GROUP DATE


_______________________________________ __________________

SPE GENERAL COUNSEL DATE


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CORPORATE FINANCIAL COMPLIANCE DATE


_______________________________________ __________________

SONY TAX DATE


_______________________________________ __________________

CORPORATE DEVELOPMENT DATE


(EQUITY INVESTMENTS/DISPOSITION)
_______________________________________ __________________

DIVISION CHIEF FINANCIAL OFFICER DATE


______________________________________ __________________

SPE CHIEF FINANCIAL OFFICER DATE


_______________________________________ __________________

SPE CHIEF EXECUTIVE OFFICER DATE


_N/A______________________________________ __________________

SPE BOARD OF DIRECTORS APPROVAL DATE




EXHIBIT #1
Animax UK Financial Overview



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