AUDIO SECTOR REPORT Music Streaming Liftoff! - GCA Advisors

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AUDIO SECTOR REPORT Music Streaming Liftoff! - GCA Advisors
Contact:
AUDIO SECTOR REPORT
                           JOHN LAMBROS
Music Streaming Liftoff!   Managing Director
                           Tel: +1 (212) 999-7083
Q2 2020                    jlambros@gcaglobal.com
AUDIO SECTOR REPORT Music Streaming Liftoff! - GCA Advisors
EXECUTIVE SUMMARY
Q2 2020 Music Sector Wrap-Up
»   While COVID-19 positively impacted the growth of music streaming – as it has with online video, ecommerce and digital health and
    wellness apps and technologies – there were three other significant events in the quarter that impacted the sector:

»   First, Warner Music Group (WMG) priced its initial public offering at $25 per share for 77 million shares, raising a total of $1.925 billion at a
    ~$13 billion valuation
    ― This was the largest IPO of the year thus far in terms of dollars, most of which went to selling shareholder / owner Access Industries

»   Second, Goldman Sachs’ highly anticipated annual "Music in the Air" report was published in May
    ― While some of the near-term forecasts for live music and adjacent sectors were hurt due to the pandemic, digital music growth
      remained strong and the long-term outlook on the general music industry remains bullish

    ― Recent public market activity of music companies underpins the success of the category in Q2 despite adverse macroeconomic trends

»   Third, Spotify’s (SPOT) market cap appreciated over 70% since January, and we expect to see the company use its equity to continue its
    aggressive M&A strategy
    ― In May, the company announced an exclusive multi-year deal with “The Joe Rogan Experience” worth over $100 million

    ― In June, the company announced podcast partnerships with Warner Bros / DC Comics and Kim Kardashian West – highlighting
      Spotify’s continued interest in the podcasting space

»   Within our core music group, Music Publishers lead the public company pack, trading at 5.2x EV / 2020E Revenue and 17.9x EV / 2020E
    EBITDA
    ― DSPs also had a strong quarter, trading at 4.5x EV / 2020E Revenue and 17.7x EV / 2020E EBITDA

»   Strategics and financial sponsors are seeking increased exposure to this rapidly growing segment through high-profile audio financings

    — KKR’s investment in Artlist highlighted Q2 2020 activity
    — SoundCloud also announced a $75 million investment earlier in the year from Sirius XM to accelerate product development

»   We expect this trend to continue as the digital audio market continues to evolve with top artists splintering across emerging platforms that
    leverage technology to create differentiated offerings

                                                                                                                                                   2
AUDIO SECTOR REPORT Music Streaming Liftoff! - GCA Advisors
TABLE OF CONTENTS

 I.   GCA Overview

 II. Music In the News

 III. Digital Music Trends and Insights

 IV. Public Markets

 V. M&A and Financings

 VI. Public Comps Backup

                                          3
AUDIO SECTOR REPORT Music Streaming Liftoff! - GCA Advisors
GCA OVERVIEW
Leading Global Investment Bank Providing Strategic M&A and Capital Markets Advisory Services
                                                                                                             STOCKHOLM

                                                      MANCHESTER                 LEEDS
                                                                                           PARIS       FRANKFURT
                                                      BIRMINGHAM                                      MUNICH
                                                                                                                                                            KYOTO          NAGOYA
                                                                                                       ZURICH                                                                         TOKYO
                                                                    LONDON                                                                    SHANGHAI
                                     NEW YORK                           LAUSANNE
                                                                                         MILAN
                                                                                                                                    NEW DELHI                                          OSAKA
                                                                                                 TEL AVIV                                                                       FUKUOKA
  SAN FRANCISCO
                                                                                                                                                                             TAIPEI
                                                                                                                          MUMBAI
                                                                                                                                           SINGAPORE                      HO CHI MINH CITY

    Global platform:
                                                   Sector expertise:                                       Exceptional cross-
     25 offices in key                                                                                                                                               Experienced team:
                                                  Expansive coverage                                      border capabilities:
     markets across                                                                                                                                                 Over 500 employees
                                                       and deep                                                 Half of all
    America, Asia and                                                                                                                                                 across the globe
                                                     specialization                                           transactions
         Europe
                                                                                Broad spectrum
                                                                                                                                          Diversified
                         Strong reputation                                         of clients:
                                                                                                                                       business model:
                         and track record:                                          Leading
                                                                                                                                        Geographically
                          High number of                                       conglomerates, top
                                                                                                                                     balanced, synergistic
                         repeat clients and                                   private equity firms
                                                                                                                                     and complementary
                             referrals                                        and emerging high-
                                                                                                                                         focus areas
                                                                              growth companies

                     San Francisco | New York | Birmingham | Frankfurt | Fukuoka | Ho Chi Minh City | Kyoto | Lausanne | Leeds | London | Manchester | Milan | Mumbai |
                                       Munich | Nagoya | New Delhi | Osaka | Paris | Shanghai | Singapore | Stockhom | Taipei | Tel Aviv | Tokyo | Zurich                                     4
AUDIO SECTOR REPORT Music Streaming Liftoff! - GCA Advisors
GCA OVERVIEW
GCA’s Dedicated Sector Knowledge and Execution Excellence
GCA Music Focus                                                                            Selected Relevant Transactions

          STREAMING                                      PUBLISHING

                                                         RIGHTS
         DISTRIBUTION                                  MANAGEMENT

                                                                                                                                                              Advisor to Fulwell 73

        ARTIST SERVICES                           ENGAGEMENT TOOLS

                                                                                                                                                                                                   acquired
          AI TOOLS &                                VIDEO & CREATIVE
          ANALYTICS
                                                                                                                                                                                                    from

         PROMOTIONAL                                    LIVE EVENT
           SERVICES                                    MANAGEMENT                              Advisor to MBO Group                                           Advisor to Chrysalis            Advisor to WMG

GCA Overview

       25                                 >500                                           >180                                             157                                           50%
   OFFICES AROUND                               M&A                                   TRANSACTIONS PER                                PE DEALS IN THE                                 CROSS-BORDER
     THE WORLD                            PROFESSIONALS                                    YEAR                                       LAST TWO YEARS                                  TRANSACTIONS

               Notes:
               The above transactions represent a compilation of past and current deals that GCA entities, including GCA Advisors, LLC, GCA Advisors Corporation and GCA Altium have advised on.               5
AUDIO SECTOR REPORT Music Streaming Liftoff! - GCA Advisors
GCA OVERVIEW
Selected Recent Internet & Digital Media Transactions

                                                        6
AUDIO SECTOR REPORT Music Streaming Liftoff! - GCA Advisors
GCA OVERVIEW
Case Study: SISTER’s Investment in The SpringHill Company
Transaction Overview                                                                                                            The SpringHill Company Overview
                                                    » On April 3, SISTER announced its $100 million                             Headquarters:      Los Angeles, CA
                                                      investment in The SpringHill Company
                                                                                                                                Founded:           2015
                                                    » SISTER invested alongside the financial services
                                                      companies Guggenheim Investments and UC                                   Description:       Provider of media content intended to create compelling stories
                                                      Investments, as well as Jason Stein’s SC                                                     for television, features and digital. The company offers different
                                                      Holdings                                                                                     feature films, webseries, television series and short films,
                                                                                                                                                   enabling users to get an altogether different experience while
                                                    » The company’s new board will include SISTER’s
                                                                                                                                                   enjoying their favorite shows. The SpringHill Company was co-
                                                      founder Elisabeth Murdoch, Serena Williams,
                                                                                                                                                   founded by NBA star LeBron James and his business consortium
                                                      Apollo Global Management’s co-founder Marc
                                                                                                                                                   in 2015.
                                                      Rowan, investment banker Paul Wachter, Live
                                                      Nation CEO Michael Rapino and Boston Red Sox
                                                      chairman Tom Werner                                                       Production Partners

Content Offering Overview
                                                        Television

 What’s My            Million Dollar           The Wall          Warriors of         Student Athlete          Shut Up &
  Name                     Mile            Teams compete in      Liberty City           Explores the           Dribble
 The story of        Everyday athletes       trivia for cash    Series covering a    business of college   History of the NBA   Selected Transaction Commentary
Muhammad Ali          compete in the              prizes          Miami youth              sports          and its impact on
                     mile for $1 million                        football program                               pop culture

                                                                                                                                “platform
                                                                                                                                   I’ve always wanted to use the
                                                                                                                                           of basketball to empower          “andTogether with our new partners
                                                                                                                                                                                   incredible team, we are
                                                     Feature Films                                                               those around me. Now I’m                     building a consumer and
                                                                                                                                 incredibly excited about the                 entertainment business that’s
                                                                                                                                 opportunity to build a company               committed to diversity, that’s
                                                                                                                                 that empowers creators,                      unafraid to stand up for what we
                                                                                                                                           “
                                                                                                                                 consumers and everything it
                                                                                                                                                                                                    “
                                                                                                                                                                              believe in and that’s resonating
                                                                                                                                 touches.                                     with our community.
                  More Than A Game                                                      I Am Giant
Covers LeBron James’ high school basketball team in Akron       Chronicles Victor Cruz’s improbable rise to football stardom,
Ohio, detailing the story of five friends chasing victory and     the life-shattering injury that derailed his career and his
                                                                                                                                                LeBron James,                               Maverick Carter,
               James’ path to superstardom                                     dramatic attempt at a comeback                                   Co-Founder, SpringHill                      Co-Founder, SpringHill

                              Notes:
                              Sources: Pitchbook, LinkedIn, Press Releases, Company Website.                                                                                                                      7
AUDIO SECTOR REPORT Music Streaming Liftoff! - GCA Advisors
TABLE OF CONTENTS

 I.   GCA Overview

 II. Music In the News

 III. Digital Music Trends and Insights

 IV. Public Markets

 V. M&A and Financings

 VI. Public Comps Backup

                                          8
AUDIO SECTOR REPORT Music Streaming Liftoff! - GCA Advisors
MUSIC IN THE NEWS
Warner Music Group’s IPO
Transaction Overview                                                                            Warner Music Group Overview
                                 » On June 3, Warner Music Group priced its long-               Headquarters:       New York, NY
                                   anticipated initial public offering at $25 a share
                                                                                                Founded:            1958
                                   for 77 million shares, raising a total of $1.925
                                   billion, representing the largest IPO of the year to         Description:        Warner Music Group is a leading major label in the music
                                   date                                                                             industry. The company comprises an array of businesses aimed
                                 » The IPO priced at the higher end of its $23 to                                   at helping artists achieve creative and financial success while
                                   $26 price range and the size of the deal was                                     also providing consumers with the highest-quality music content
                                   increased from an original 70 million shares,                                    available. WMG provides recorded music / artists services and
     Initial Public                                                                                                 publishing solutions and operates through numerous
                                   ultimately valuing the company at ~$13 billion
       Offering                  » Shares were up ~22% on afternoon trading the
                                                                                                                    international affiliates and licensees in more than 50 countries.
                                   day of the IPO
                                 » The company will not receive any funding from
                                                                                                Selected Companies & Subsidiaries
     ~$1,925MM                     the IPO, as the selling stockholders, primarily
                                   Access Industries, received all proceeds

Services & Solutions Overview
            Recorded Music
            » Primarily through major labels Atlantic and Warner Records in
              the U.S.
            » Offer discovery and development of artists and any marketing,
              promotion, distribution, sale and licensing of their music

            Artist & Label Services                                                             Selected Transaction Commentary
            » Primarily through WEA (Warner-Elektra-Atlantic) and Alternative
              Distribution Alliance (ADA)
            » Provide services to artists outside the traditional recorded music                “wayIt’speople
                                                                                                        a vote of confidence in the
                                                                                                               see music’s growth             “growing
                                                                                                                                                 The valuation reflects the
                                                                                                                                                        awareness of the value of
              business such as touring, merchandising and sponsorships                           trajectory and how they see                   content. Often times the spotlight
                                                                                                 distribution shaping up in mature                            “
                                                                                                                                               is on tech, but tech in many forms
            Publishing                                                                           and developing markets. I think               utilizes music.
            » Primarily through Warner Chappell Music subsidiary                                 they see that there is still a long
                                                                                                 runway for traditional streamers to
            » Own or control rights to more than 1.4 million songs across                                           “
                                                                                                 grow and expand but also new
              80,000 songwriters and composers
                                                                                                 business models.
            » Revenue derived from performance, digital, mechanical and                                                          Stephen Cooper,
              synchronization sources
                                                                                                                                 CEO, Warner Music Group
                Notes:
                Sources: Capital IQ, Pitchbook, SEC Filings, Press Releases, Company Website.                                                                                       9
AUDIO SECTOR REPORT Music Streaming Liftoff! - GCA Advisors
MUSIC IN THE NEWS
Warner Music Group’s IPO (cont.)
Financing History                                                                                                    Financial Summary ($Bn)

   DATE        DEAL TYPE                 INVESTOR                       AMOUNT               VALUATION                    Total Revenue         Adj. EBITDA      Revenue Growth
                                                                                                                 5                                                                                               25%
                                                                                                                                                                  $4.5
  6/3/20           IPO                     Public                  $1,925MM                 $12,750MM            5
                                                                                                                                              $4.0
                                                                                                                 4
                                                                                                                        $3.6                                                                                     20%

                                                                                                                 4
  7/28/16          Debt                Undisclosed                     $300MM                     N/A            3                                                                                               15%
                                                                                                                               11.7%                  12.0%
                                                                                                                 3

  3/31/14                                                                                                        2                                                               10.2%                           10%
                   Debt                                                     $9MM                  N/A
  6/30/13                                                                                                        2
                                                                                                                                                     $1.0
                                                                                                                 1             $0.6                                          $0.7                                5%

  7/20/11        M&A                                                            N/A          $3,300MM            1

                                                                                                                 0                                                                                               0%

                                                                                                                          FY '17A               FY '18A                 FY '19A
Trading Statistics

$MM (except per share data)                  6/30/20                            $35.00                                                                                       40.0

                                                                                                                                                                                     Daily Trading Volume (MM)
                                                                                                                                                                             35.0
Share Price                                     $29.50                          $33.00
                                                                                                                                                                             30.0
Fully Diluted Shares Out.                        510.0
                                                                  Stock Price

                                                                                $31.00                                                                                       25.0
Equity Value                               $15,045.0
                                                                                                                                                                             20.0
Less: Cash and Eq.                              $484.0                          $29.00                                                                          $29.50       15.0
Plus: Debt                                      $3,370
                                                                                                                                                                             10.0
Plus: Minority Interest                          $21.0                          $27.00
                                                                                                                                                                             5.0
Net Debt                                     $2,907.0
                                                                                $25.00                                                                                       -
Enterprise Value                           $17,952.0                                     6/3/20         6/8/20       6/13/20        6/18/20     6/23/20       6/28/20

                   Notes:
                   Sources: Capital IQ, Pitchbook, SEC Filings, Press Releases, Company Website.                                                                                    10
MUSIC IN THE NEWS
        Spotify’s Massive Market Growth in 1H 2020
        » Many digital music companies, especially major DSPs, have experienced tremendous stock appreciation in the wake of the COVID-19 pandemic
        » Spotify’s strong subscriber growth in Q1 coupled with the continued upside and growth prospects internationally, however, have put the company in a
               league of its own
        » Investors have been especially bullish on listener engagement with music platforms, and Spotify’s efforts to own both playlists and podcasts globally
               has proven to be a powerful combination
                                                                                                                                  Announces exclusive podcasting
              $300.00                                                                                                                deals with Warner Bros / DC       $258.19 Share Price         14.0
                                                                                                                                 Comics and Kim Kardashian West       $48.0Bn Market Cap

                                71.1%                                                                                                                                                              12.0
              $250.00           MARKET CAP APPRECIATION                                                                       Announces exclusive        Rosenblatt Securities
                                (1/1/20 – 6/30/20)                                                                            multi-year deal with     upgrades Spotify target
                                                                           Trump declares                                         “The Joe Rogan           share price to $275
                                                                                                                              Experience” podcast       (was previously $190)                      10.0

                                                                                                                                                                                                              Daily Trading Volume (MM)
                                                                       national emergency
              $200.00                                                     due to COVID-19
                                $151.62 Share Price
                                $27.2Bn Market Cap                                                          Announces Q1 earnings; paid
                                                                                                                                                                                                   8.0
Stock Price

                                                                                                             subscribers have grown 31%
                                                                                                               year-over-year to 130MM
              $150.00
                                                                                                                                                             WMG IPO
                                                                  Definitive agreement                                                                                                             6.0
                                                                  to acquire The Ringer
              $100.00                                                                                                  Goldman Sachs
                                                                                                                 releases music report
                                                                                                                                                                                                   4.0

               $50.00
                                                                                                                                                                                                   2.0

                   -                                                                                                                                                                               -
                       1/2/20                       2/1/20                          3/2/20                         4/1/20                 5/1/20                   5/31/20                   6/30/20

                                 Notes:
                                 Sources: Capital IQ, Pitchbook, SEC Filings, Press Releases, Company Website.                                                                                           11
MUSIC IN THE NEWS
Main Takeaways from Goldman Sachs’ “Music in the Air” Report

 1    EXPECTED STREAMING SUBSCRIPTION GROWTH IS VERY
      STRONG
                                                                     2    EMERGING MARKET GROWTH AND PENETRATION WILL
                                                                          DRIVE SIGNIFICANT VALUE CREATION
 »   The number of paid streaming subscribers is expected to         »   By 2030, emerging markets are projected to account for 67%
     nearly quadruple within the next decade                             of total paid subscribers, compared to just 38% in 2019
                                                                                                                            2030E
     12.3%                                  1,220
                                                                            2019A
     CAGR (2019A – 2030E)
     PAID SUBSCRIBERS                                                                                                           403
                                                                         129
                                                                                  212
                  341                                                                                                817

                                                                                        Developed Market Paid Subscribers
                2019A                       2030E
                                                                                        Emerging Market Paid Subscribers

 3    SPOTIFY IS ONLY JUST GETTING GOING
                                                                     4    MUSIC PUBLISHING REMAINS ONE OF THE MOST ATTRACTIVE
                                                                          WAYS TO “PLAY” THE SECULAR GROWTH IN THE MUSIC INDUSTRY
 »   Spotify’s growth has proven to be exceptional in recent years   »   With paid streaming fueling growth in digital royalties and
 »   Nevertheless, there is still widespread opportunity for the         increased usage of musical content driving higher
     company to expand – using Netflix as a comparison, Spotify          performance royalties, the continued growth in music
     still has dozens and dozens of untapped markets to fuel             publishing is here to stay
     further growth                                                  »   Given a projected growth rate of a steady ~6% CAGR from
                                                                         2019 – 2030 for music publishing, we expect continued M&A
        79 MARKETS                         194 MARKETS                   and financing activity in the sector, as players continue to
                                                                         shore up their publishing footholds
                                     VS.

                 Notes:
                 Source: Goldman Sachs.                                                                                                 12
TABLE OF CONTENTS

 I.   GCA Overview

 II. Music In the News

 III. Digital Music Trends and Insights

 IV. Public Markets

 V. M&A and Financings

 VI. Public Comps Backup

                                          13
DIGITAL MUSIC TRENDS AND INSIGHTS
Music & Podcasting Streaming Growth and Acceleration
Global Recorded Music Revenues ($Bn)                                                   U.S. Monthly Podcast Listeners (MM, Age 12+)

 29.9%                                                                           $28
                                                                                                                                                    164
 CAGR (2013A – 2023E)                                                      $26              17.8%
 STREAMING                                                           $24                    CAGR (2013A – 2023E)                              140
                                                               $22                          LISTENERS
                                                   $20                                                                                  120
                                           $19                                                                                    103
                                  $17
                          $16                                                                                                88
     $15 $14 $15
                                                               $20                                                      75
                                                   $13 $16 $18                                                     65
      $1   $2      $3      $5       $7      $9 $11                                                          57
                                                                                                       46
                                                                                                  40
                                                                                             32

     '13A '14A '15A '16A '17A '18E '19E '20E '21E '22E '23E                                 '13A '14A '15A '16A '17A '18A '19E '20E '21E '22E '23E

        Physical             Digital (excl. streaming)                     Streaming

                Performance Rights                         Synchronization

  Streaming is mainstream – and whether a song, playlist or podcast, streaming audio represents one
             of the most exciting, dynamic and high-growth entertainment markets today

                Notes:
                Sources: Goldman Sachs, Activate Consulting.                                                                                          14
DIGITAL MUSIC TRENDS AND INSIGHTS
Industry Highlights
                                                                                        Global Recorded Music Revenue Split ($Bn)
»   Tremendous rebound in the global music industry in recent
    years, driven by streaming and digital transformation                                                                                             2030E
                                                                                                  2020E                                           $1 $1
    ― Digital sales growth has outpaced physical sales’
        decline                                                                                                                                  $3
    ― Global recorded music revenues are projected to                                            $2                                         $4
        reach $22Bn in 2020E, with streaming representing
                                                                                             $3
        roughly 60%                                                                                       $13
»   1.2Bn user opportunity by 2030 is supported by multiple                                 $4                                                          $36
    macro, secular trends including continued global
    proliferation of DSP platforms
»   Apple Music, Amazon, Spotify and Tencent Music remain
                                                                                                  Streaming                 Physical          Performance Rights
    the most popular global streaming services; however,
                                                                                                       Digital (excl. streaming)        Synchronization
    nearly 40% of listeners utilize more than one streaming
    service
»   With stability in streaming and better technology to                                Top Streaming Platforms’ Global Market Share (1)
    monetize and track listening, songs have become a real
    “asset class,” with valuations for premium libraries
    reaching 15-20x NPS
    ― Hipgnosis (LON: SONG), the only pure-play, publicly                                                                                                     8%
        traded music royalty fund, has acquired 22 song
        catalogues with more than 6,000 songs since 2018                                                                       19%
    ― Round Hill Capital, Kobalt Capital, Concord Bicycle,                                                                                                         21%
        Tempo Music and many other funds are all
        aggressively competing for song libraries and IP
        ownership                                                                                     36%
»   The increased direct exposure artists have to their fans                                                                                            Other
    through digital decreases dependence on traditional                                                                                4%
    publisher relationships, which has fueled the growth of
    tech-enabled independent artists and record labels                                                          12%
                Notes:
                Sources: Goldman Sachs, Activate Consulting, Wall Street Research.
                1)    Size of shaded areas are proportionate to % total market share.                                                                              15
DIGITAL MUSIC TRENDS AND INSIGHTS
Key Constituents Driving the Music Industry

 1    THE MAJORS
                                                                 2    THE DSPs

 »   The Majors’ incumbent status carries significant weight     »   Stabilized the music industry by reinventing music services and
     across the market – few are willing to challenge them           monetization in the age of streaming
     directly                                                    »   Of the market leaders, only Spotify and Tencent Music are
 »   Pending IPOs for Warner Music and Universal Music will be       singularly committed to audio streaming; Amazon, Apple and
     significant events and mark a “new chapter” for the             Google / YouTube view streaming as an accessory to their core
     industry                                                        services
 »   Several other incumbents control their respective           »   There is a long tail of streaming providers who will likely be
     territories in the industry including rights (ASCAP, BMI,       consolidated over the next 3-7 years
     SESAC) and live entertainment (Live Nation)
                                                                                                              48%
                                                                                                              COMBINED MARKET SHARE OF
                                                                                                              SPOTIFY AND TENCENT

 3    THE INDEPENDENTS
                                                                 4    INNOVATIVE TECH UPSTARTS

 »   Consists of newer publishers, rights holders and            »   Innovative, disruptive and diverse, this category includes
     distribution companies building scale across the industry       labels, rights administrators and artist distributors leveraging
                                                                     technology to drive new business models

 »   These companies are creating and consolidating services
     across the streaming landscape to help independent labels   »   Generally fit the size profile for growth equity investors
     and emerging artists expand their market potential              — Revenues range from $1MM to $50MM, with varying
                                                                        degrees of profitability

                 Notes:
                 Source: Goldman Sachs.                                                                                                  16
DIGITAL MUSIC TRENDS AND INSIGHTS
Emergence of Technology Leading to the Growing Presence of the Artists Direct and Independent Segments
Global Recorded Music Industry Market Share

 Artists Direct                    1.7%       2.3%        2.7%              3.4%         Independent labels
                                                                                         have maintained their
                                                                                         market share while
 Independents                      27.9%      27.2%       27.7%             27.4%        Artists Direct have
                                                                                         expanded their share
                                                                                         versus the
                                                                                         incumbents, a key
                                   16.9%      17.5%       17.7%             18.3%        driver to change
                                                                                         throughout the
                                                                                         industry

                                   22.9%      22.6%       22.1%             20.6%

                                   30.6%      30.3%       29.7%             30.3%

                                   2015       2016        2017              2018

   Technology enables both lower cost and greater scale for artists direct and independent labels,
               who continue to take incremental market share from the major labels

                  Notes:
                  Source: Midia.                                                                            17
DIGITAL MUSIC TRENDS AND INSIGHTS
Surge of Fund Activity Centered on Music Rights Management, Production and Services

                                                                                                                 Founded in 2017                                          Founded in 2019

                                             Ithaca Holdings                                                                                                                          Gasoline Alley
                                                                                  Jun-17: Concord Music
                                                                                                                                                                                      Jun-19: Primary Wave
                                                                                  acquires Imagem Music           Jan-18: Round Hill                Jun-18: Hipgnosis raises
            Founded in 2011                      Founded in 2013                                                                                                                      acquires Gasoline Alley
                                                                                  Group                           acquires Carlin Music             $268.4M in IPO

                                      Jul-14: Round Hill                    Jun-16: Primary Wave                                                                                  Jun-19: Ithaca Holdings
       Founded in 2010                establishes $209M+                    establishes $300M+ IP            Apr-19: Hipgnosis raises          Aug-19: Hipgnosis raises           acquires Big Machine
                                      Royalty Fund I                        Fund I                           $185.6M in stock offering         $62.8M in stock offering           Label Group

       2010              2011             2012               2013                 2014           2015            2016               2017               2018                 2019               2020

                                            Gaspin Media
                                                                                                                  Feb-19: Ithaca Holdings                                             Jan-20: Concord Music
        Jan-12: Kobalt acquires             Oct-16: Primary Wave                  Dec-17: Kobalt acquires
                                                                                                                  acquires Atlas Music              Sep-19: Hipgnosis raises          acquires Pulse Music
        AWAL                                acquires Gaspin Media                 Songs Music Publishing
                                                                                                                  Publishing                        $297.2M in stock offering         Group

                                      May-16: Shamrock                      Nov-17: Kobalt raises                                              Jan-18: Round Hill                 Feb-19: Primary Wave
 2011: Kobalt raises                                                                                                                                                              establishes $500M+ IP
                                      Capital closes $250M                  $600M fund sponsored             Nov-17: Round Hill                establishes $263M
 $350M fund                                                                                                                                                                       Fund II
                                      Entertainment IP Fund                 by RPMI Railpen                  acquires ZYNC Music               Royalty Fund II

KEY:                                                                                                                               Stargate
       Concord Music       Kobalt Music           Royalty Exng.                              Jun-17: Royalty Exchange              Oct-18: Shamrock Capital
                                                                                             raises $6.4M in Later                 acquires Stargate Music
       Hipgnosis           Primary Wave           Shamrock
                                                                                             Stave VC                              Publishing Catalog
       Ithaca Holdings     Round Hill             Tempo Music
                          Notes:
                          Sources: Pitchbook, Press Releases, Company websites.                                                                                                                           18
DIGITAL MUSIC TRENDS AND INSIGHTS
Live Concert Streaming is Here to Stay
                                                                                       Live Concert Streams
»   COVID-19 has accelerated the growth of live concert
    streaming, a promising area we have been tracking within                            Date          Artist                             Platform
    the music sector
»   Live streaming, which is reportedly a $5Bn market                                     6/9         Phish
    globally, is an inexpensive way for artists to expand their
    audience and deepen relationships with fans                                          6/14         BTS

     ― Bandsintown LIVE launched with Twitch on March
                                                                                         6/24         All in WA
       20th with a DJ Black Coffee concert and has become
       a hub for live concert superfans attracting more than                                          Electric
       2.3MM views on this channel alone                                                 6/25
                                                                                                      Blockaloo
     ― With ~475MM combined users, Fortnite and                                                       The Roots
                                                                                         6/27
       Minecraft enable artists to host live concerts with                                            Roddy Ricch
       unprecedented scale
                                                                                          7/3         Zac Brown Band
     ― The largest in-person concert ever drew ~3.5MM;
       Travis Scott’s Fortnite concert drew 12.3MM                                        7/7         Paul McCartney
       concurrent viewers
»   Technology to support live virtual performances is in a                            Selected Market Commentary
    very early stage
»   Latency, privacy and security represent the largest                                “so,Livebutisitonis the   rise and rightfully
                                                                                                           still in its infancy and is          “become
                                                                                                                                                  Accessing live streams has
                                                                                                                                                         second nature to our
    hurdles to successful live concert performances, but                                still the baby brother of broadcast                         audiences, whether that is within
    companies large and small are working to minimize these                             video. The scale of the cloud and                           our own sites and apps, or on
    disruptions, as they see tremendous opportunity in the live                         reach of the Internet have allowed                          social sites. We now live stream
                                                                                        different audiences to more easily                          multiple times a day across
    streaming market                                                                    reach their niche content and                               multiple platforms, along with 24/7
»   The broader live music industry will benefit from growth                            allows for advertisers to more
                                                                                                                                                                      “
                                                                                                                                                    channel simulcast streams and
                                                                                                                 “
                                                                                        accurately put relevant content in                          major live events.
    in streaming concerts through increased ticket sales and                            front of intenders.
    fan engagement
     ― People who stream concerts are 67% more likely to                                                Joe Green, VP,                                         Alec Hendry,
       buy a ticket to a similar event in the future                                                    Turner Broadcasting                                    Sr. Director, Viacom
                Notes:
                Sources: Ludwig van Toronto, Akamai, Statista, Wall Street Research.                                                                                                19
DIGITAL MUSIC TRENDS AND INSIGHTS                                                                                                                                             MUSIC VALUE CHAIN:
The Music Value Chain                                                                                              Live Concert
                                                                                                                         Live Concert
                                                                                                                                                                       Artist
                                                                                                                                                                        ArtistServices
                                                                                                                                                                               Services
                                                                                                                                                                                           Engagement
                                                                                                                                                                                            Engagement
                                                                                               Publishing                                        Distribution          &&Rights
                                                                                                                                                                           Rights
                                                                                                                   Streaming
                                                                                                                         Streaming                                                         Tools
                                                                                                                                                                                            Tools
                                                                                                                                                                       Management
                                                                                                                                                                        Management

`Major Labels          `Large Scale Publishers                                             `Indie Labels                                              Live Concert Streaming

DSPs                                                                  DIY & Distribution                                      Distributors

`Rights Management                                                                                Artist & Label Services                                  Artist Platforms

AI Tools & Analytics                   Fan Engagement                                    Video & Creative                   Creator Platforms & Services                  Live Event Management

                   Notes:
                   This is a representative list and may not include all relevant companies.                                                                                                  20
DIGITAL MUSIC TRENDS AND INSIGHTS
Top 10 Leaders in Private Funding Raised-to-Date
 Company                      Headquarters                       Founded   Amt. Raised ($MM)(1)   Company Description

                                                                                                  Developer of an online music platform offering free
                             Hangzhou, China                      2013            $1,410
                                                                                                  and paid online streaming and downloads

                             Shanghai, China                      2012            ~$652           Provider of an online audio streaming platform
    Ximalaya

                                                                                                  Operates a publishing, recording, content
                             London, England                      2000            ~$561
                                                                                                  management and rights services platform

                                                                                                  Developer of a music streaming platform designed to
                             Berlin, Germany                      2007            $507
                                                                                                  offer audio distribution and music sharing

                                                                                                  The merger of TouchTunes and PlayNetwork created
                               New York, NY                       2017            ~$305           Octave, the largest in-venue, interactive music and
                                                                                                  entertainment platform

                                                                                                  Provider of music and video distribution services
                                Paris, France                     2005            ~$217
                                                                                                  intended for artists and labels to improve sales

                                                                                                  Provider of music streaming services designed to
                                Paris, France                     2006            $187
                                                                                                  offer personalized music tracks

                                                                                                  Developer of a platform designed for musicians to
                               New York, NY                       2013            ~$112
                                                                                                  create music, connect and collaborate easily

                                                                                                  Provider of music distribution and marketing services
                               Brooklyn, NY                       2017             $70
                                                                                                  to create partnerships between artists and brands

                                                                                                  Developer of a global music distribution and rights
                              Los Angeles, CA                     2012             $60
                                                                                                  management platform

               Notes:
               Sources: Pitchbook, LinkedIn, Company Websites.
               1)    Includes debt and equity financing.                                                                                                21
DIGITAL MUSIC TRENDS AND INSIGHTS
Selected Active Investors
 Investor Type                    Investor Logos

 Accelerators / Seed

  Venture Capital /
   Private Equity

 Corporate Investors

     Alternative
      Investors

                 Notes:
                 Sources: Capital IQ, Pitchbook, Wall Street Research.   22
DIGITAL MUSIC TRENDS AND INSIGHTS
Most Active Deal Makers
 Company                  Headquarters                          Number of Deals   Investments & M&A

                            New York, NY                             23
                         Santa Monica, CA                            18
                            New York, NY                             15
                         Shenzhen, China                             10                               Ximalaya

                             Stockholm,
                               Sweden                                 7
                            New York, NY                              5
                             Seattle, WA                              4
                           Cupertino, CA                              4
                            New York, NY                              4
                          Beverly Hills, CA                           4
            Notes:
            Sources: Capital IQ, Pitchbook, Wall Street Research.                                                23
TABLE OF CONTENTS

 I.   GCA Overview

 II. Music In the News

 III. Digital Music Trends and Insights

 IV. Public Markets

 V. M&A and Financings

 VI. Public Comps Backup

                                          24
PUBLIC MARKETS
Stock Performance
Q2 2020 Share Price Performance
  90%
                                                                                                                                                                                     83%
  75%                                                                                                                                                                                80%

  60%
                                                                                                                                                                                     54%
  45%                                                                                                                                                                                45%
                                                                                                                                                                                     36%
  30%                                                                                                                                                                                31%

  15%                                                                                                                                                                                17%

      -                                                                                                                                                                              (0%)

 (15%)
      Apr-20                                                                                 May-20                                                                     Jun-20

          High-Growth               Digital Services          Advertising          DSPs               Diversified         Data &               Music                    Live
              SaaS                  & Marketplace                                                     Technology         Analytics           Publishers            Entertainment

                             Core Music                                            Technology Platforms                                  Relevant Other Categories
     Music                                                                     Diversified            Digital Services
                                  DSPs                 Live Entertainment                                                  Advertising          Data & Analytics         High-Growth SaaS
   Publishers                                                                  Technology             & Marketplace

    17%                           45%                        (0%)                36%                      83%                 54%                    31%                       80%

                                                                            Q2 2020 Share Price Performance

                        Notes:
                        Source: Capital IQ.                                                                                                                                          25
PUBLIC MARKETS
Trading Metrics
Enterprise Value / 2020E Revenue(1)                                                                            Enterprise Value / 2020E EBITDA(1)
  22.0x                                                                                                           25.5x
                19.0x                                                                                                             22.1x
                                                                                                                                           20.9x
                                                                                                                                                          18.2x    17.9x        17.7x
                              12.9x                                                                                                                                                     15.6x
                                                                                                                                                                                                  11.5x
                                             7.4x
                                                         5.2x         5.1x         4.5x
                                                                                                2.6x

   High-         Data &      Advertising Diversified     Music         Digital      DSPs           Live          Diversified   Digital   Advertising    Data &       Music       DSPs    High-      Live
  Growth        Analytics                Technology    Publishers    Services &               Entertainment      Technology Services &                 Analytics   Publishers           Growth Entertainment
   SaaS                                                             Marketplace                                              Marketplace                                                 SaaS

                                 Core Music                                                      Technology Platforms                                       Relevant Other Categories
     Music                                                                                  Diversified        Digital Services
                                      DSPs                  Live Entertainment                                                              Advertising              Data & Analytics     High-Growth SaaS
   Publishers                                                                               Technology         & Marketplace

 5.2x / 17.9x                   4.5x / 17.7x                 2.6x / 11.5x                  7.4x / 25.5x        5.1x / 22.1x               12.9x / 20.9x             19.0x / 18.2x          22.0 / 15.6x

                                                                                 2020E Revenue / 2020E EBITDA Multiple(1)
                            Notes:
                            Sources: Capital IQ, Wall Street Research. Multiples 50x considered NM.
                            1) Multiples represent mean figures.                                                                                                                                       26
TABLE OF CONTENTS

 I.   GCA Overview

 II. Music In the News

 III. Digital Music Trends and Insights

 IV. Public Markets

 V. M&A and Financings

 VI. Public Comps Backup

                                          27
M&A AND FINANCINGS
Precedent M&A Transactions
($MM)
Announced                                                             Enterprise   EV / Revenue    EV / EBITDA
  Date      Acquirer                           Target                 Value (EV)   LTM      NTM   LTM       NTM   Target Description
 5/19/20                                                                 NA        NA      NA      NA      NA     Operates as a music publishing company in South Africa

                                                                                                                  Provides digital solutions for identifying musical content, recommending music and
 4/23/20                                                                 NA        NA      NA      NA      NA
                                                                                                                  anticipating music-related trends
                                                                                                                  Developer of a news narration platform designed to eliminate the gap between writing for
 3/23/20                                                                 $9        NA      NA      NA      NA
                                                                                                                  print and the digital audio market
                                                                                                                  Operator of a media-tech company intended to deliver innovative rights management and
 3/20/20                                                                 $38       NA      NA      NA      NA
                                                                                                                  distribution solutions to the music and video industries
                                                                                                                  South Korean entertainment company, offering a record label, talent agency, music
 2/21/20                                                                 $75       3.0x    NM     23.5x    NM
                                                                                                                  production, event management and concert production services

 2/20/20    Formax                                                       $5        NA      NA      NA      NA     Provider of sound recording and music publishing services

  2/5/20                                                                $250       NA      NA      NA      NA     Owns and operates a website and podcasting network

 1/29/20                                                                $450       NA      NA      NA      NA     Owns and operates a sports and culture blogging website and podcast network

 1/22/20                                                                 NA        NA      NA      NA      NA     Provider of technology and services for content owners, record labels and distributors

  1/2/20                                                                $868       NA      NA      NA      NA     Hospitality company providing fans access and tickets to premier live events

 10/18/19                                                                $19       NA      NA      NA      NA     Operates regional commercial radio broadcast networks in Western Australia

                                                                                                                  Developer of an online music production marketplace designed to connect and hire top
 9/12/19                                                                 NA        NA      NA      NA      NA
                                                                                                                  musicians
                                                                                                                  Specializes in the development, acquisition, production, financing and distribution of
 8/22/19                                                               $3,800      3.8x    3.2x   36.2x   15.2x
                                                                                                                  entertainment content

  8/6/19                                                                 $10       NA      NA      NA      NA     Organizes and operates the largest country music festival in the United States

                                                                                                                  Cloud-based application software for music creators, artists, producers and music rights
 7/30/19                                                                 NA        NA      NA      NA      NA
                                                                                                                  holders
                                                                                                                  Operates an online portal for musicians and dealers to buy, sell and trade new, used and
 7/22/19                                                                $275       7.6x    NA      NA      NA
                                                                                                                  vintage gear and guitars

 5/23/19                                                                 NA        NA      NA      NA      NA     Operates a multi-channel network that enables users to monetize their music

 4/25/19                                     Salerton                   $107       NA      NA      NA      NA     Owns and operates a music library

                                                                                                                  Global music company that publishes music for television, film, advertising and corporate
 4/11/19                                                                $217       5.7x    NA     15.1x    NA
                                                                                                                  video productions

 3/27/19                                                                $200       NA      NA      NA      NA     Provider of music distribution and monetization services for independent musicians

              Notes:
              Sources: Capital IQ, Pitchbook, Wall Street Research.                                                                                                                                        28
M&A AND FINANCINGS
Precedent M&A Transactions (cont.)
($MM)
Announced                                                          Enterprise      EV / Revenue       EV / EBITDA
  Date      Acquirer                          Target               Value (EV)      LTM      NTM      LTM       NTM   Target Description
 3/26/19                                                              $56          NA           NA    NA      NA     Produces podcasts, focusing on creating scripted, story-driven programming

 2/19/19                                                              NA           NA           NA    NA      NA     Provider of music composition, licensing and rights management solutions

                                                                                                                     Provider of music distribution, marketing and technology services intended to help
 2/12/19                                                              NA           NA           NA    NA      NA
                                                                                                                     independent labels and content owners manage their music
                                                                                                                     Privately-owned radio company, which operates radio stations in Maryland, Delaware and
  2/6/19                                                              $19          NA           NA    NA      NA
                                                                                                                     New Jersey

  2/6/19                                                             ~$200         NA           NA    NA      NA     Digital media company focused on producing narrative podcasts

  2/6/19                                                             ~$140         NA           NA    NA      NA     Operates a mobile application and a website that broadcasts short audio clips

                                                                                                                     Operates an online advertising technology company that connects brands and audiences
 1/30/19                                                              $162         0.5x     0.4x     10.7x   3.3x
                                                                                                                     through digital advertising and content distribution

 1/24/19                                                              NA           NA           NA    NA      NA     Offers on-demand music, audio streaming and AI technology

                                                                                                                     Provides music and audio streaming technologies and services for businesses and
 1/22/19                                                              $40          NA           NA    NA      NA
                                                                                                                     individuals

 12/7/18                                                              NA           NA           NA    NA      NA     Owns and operates recording studios

 9/24/18                                                             $3,454        2.3x     2.1x     NM       NM     Provides music discovery platform services in the United States and internationally

 9/13/18                                                              $55          NA           NA    NA      NA     Offers podcasts publishing services

                                                                                                                     Provides music for major domestic and overseas music platforms such as iTunes, YouTube
 7/25/18                                                              $51          0.7x         NA    NA      NA
                                                                                                                     and Spotify

 7/23/18     Tron                                                     $140         NA           NA    NA      NA     Develops Internet content delivery technologies for customers worldwide

 6/26/18                                                              $218         2.7x         NA   NM       NA     Provides music distribution services in South Korea

 6/11/18                                                              $10          NA           NA   10.0x    NA     Provides sound design, casting, music and writing services

                                                                              (1
 5/21/18                                                             $2,269        7.8x         NA   20.6x    NA     Operates as a music publishing company

                                                                                                                     Owns and operates Newcap Radio, which is one of Canada's leading radio broadcasters with
  5/2/18                                                              $397         3.0x         NA   9.7x     NA
                                                                                                                     101 broadcast licenses

  5/2/18                                                              $69          NA           NA    NA      NA     Organizes live music events in Brazil

                                                                                                                     Music licensing platform that enables content creators, aggregators and digital music
 4/12/18                                                              NA           NA           NA    NA      NA
                                                                                                                     services to identify and pay royalties to music publishers
              Notes:
              Sources: Capital IQ, Pitchbook, Wall Street Research.
              1) Sony acquired the remaining 60% of EMI Music Publishing in this transaction.                                                                                                                29
M&A AND FINANCINGS
Precedent M&A Transactions (cont.)
($MM)
Announced                                                             Enterprise   EV / Revenue    EV / EBITDA
  Date      Acquirer                           Target                 Value (EV)   LTM      NTM   LTM       NTM   Target Description
                                                                                                                  Manages licensing and commercial releases of video game music, including bespoke PR and
  4/9/18                                                                 $6        0.7x    NA     6.7x     NA
                                                                                                                  marketing for the artists and composers

  4/4/18                                                                 $50       NA      NA     NA       NA     Global music publisher headquartered in London

 3/23/18                                                                 NA        NA      NA     NA       NA     Operator of music streaming application in India

                                                                                                                  Provides monthly subscription packages to license music tracks and sound effects for
 1/10/18                                                                 NA        NA      NA     NA       NA
                                                                                                                  creative projects

 12/11/17                                                               $400       7.1x    NA     NA       NA     Developer of an application that connects artists and fans through music discovery

                                                                                                                  Provides audio and lighting products include musical instruments, live sound equipment,
 12/1/17                                                                 $28       1.0x    NA     NA       NA
                                                                                                                  recording products and accessories for music retailers

 10/15/17                                                               $295       4.1x    NA     NM       NA     Investment holding company active in the entertainment and music sectors

 9/22/17                                                                $245       NA      NA     NA       NA     Operates as an independent music publisher

 8/31/17                                                                 $50       1.7x    NA     NM       NA     Provides radio music services in the United States and internationally

 6/19/17                                                                 $18       NA      NA     NA       NA     Provides rights management, production, publication and live event services
                                                  Music Catalogue
                                                                                                                  Provides ticketing, marketing and analytics tools that help event promoters and venues
  6/9/17                                                                $200       NA      NA     NA       NA
                                                                                                                  book talent and streamline operations

  5/9/17                                                                 $11       NA      NA     NA       NA     Provides an online service that turns iPhones into wireless karaoke microphones

  5/3/17                                                                 $26       NA      NA     NA       NA     Distributor of a high-quality, focused roster of independent record labels

 4/13/17                                                                $626       1.3x    1.3x   8.0x    6.7x    Provides in-store media solutions in the United States and internationally

 2/13/17                                                                $922       1.4x    1.3x   6.3x    5.9x    Engages in music distribution, commercial systems, ICT and other businesses in Japan

  2/2/17                                                               $2,813      2.3x    NA     8.6x     NA     Provides radio broadcasting services in the United States

                                                                                                                  Offers broadcasting services and operates thematic channels for the digital pay-television
 1/30/17                                                                $289       1.7x    NA     7.5x     NA
                                                                                                                  market in France

  1/4/17                                                               $1,200      4.4x    NA     NA       NA     Provider of music licensing and administration services

                                                                                                                  Broadcasts live events and world premieres from stages, festivals and music events in
  1/3/17                                                                 $8        NA      NA     NA       NA
                                                                                                                  Mexico, Europe, Africa, Asia and Australia
                                                                                                                  Provider of entertainment data and technology for music, consumer electronics,
 12/20/16                                                               $560       NA      NA     NA       NA
                                                                                                                  automakers, media and cable and satellite operators

              Notes:
              Sources: Capital IQ, Pitchbook, Wall Street Research.                                                                                                                                       30
M&A AND FINANCINGS
Precedent M&A Transactions (cont.)
($MM)
Announced                                                                      Enterprise   EV / Revenue    EV / EBITDA
  Date               Acquirer                           Target                 Value (EV)   LTM      NTM   LTM       NTM   Target Description
 11/23/16                                                                         NA        NA      NA     NA       NA     Owns and operates an online music streaming, sharing and distribution platform

                                                                                                                           Identifies and collects money earned by songwriters and music publishers for use of their
  7/21/16                                                                         NA        NA      NA     NA       NA
                                                                                                                           works in YouTube videos
                                                                                                                           Developer of an application programming interface designed to deliver powerful music and
  5/12/16                                                                         NA        NA      NA     NA       NA
                                                                                                                           licensing capabilities

Summary Statistics
Mean                                                                                        3.1x    1.7x   13.6x    7.8x

Median                                                                                      2.5x    1.3x   9.9x     6.3x

                       Notes:
                       Sources: Capital IQ, Pitchbook, Wall Street Research.                                                                                                                                    31
M&A AND FINANCINGS
Precedent Financings
($MM)
Announced                                                                              Amount        Enterprise
  Date             Investor                                Target                      Invested      Value (EV)   Target Description
                                                                                                                  A royalty-free music and sound effects company that licenses content to creators on YouTube and other
 6/29/20                                                                                 $48            NA
                                                                                                                  platforms

  3/3/20                                                                                 $56            NA        Developer of a music-mixing application designed to enable editing and mixing of songs

                                                                                                                  An audio platform that enables customers to create, record, promote and share their original content across
 2/11/20                                                                                 $75            NA
                                                                                                                  the Internet

 1/31/20                                                                                 $16            NA        Developer of a multi-channel virtual entertainment platform for live concerts

                                                                                               (1)                Operator of an online music distribution platform, offering unlimited releases to all major digital music
 1/20/20                                                                                 $1             $19
                                                                                                                  stores

  1/3/20                                                                                 $37            NA        Provides an OTT streaming service that combines frame-accurate synchronization and ultra-low latency

 12/19/19                                                                                $9             NA        Offers artist management and music production services

                                                                                                                  Operates as an entertainment media company, enabling aggregation, licensing and delivery of music, video
 11/6/19                                                                                 $30            NA
                                                                                                                  and media content

 10/24/19                                                                                $30           $200       Developer of an online subscription podcast platform

 9/11/19                                                                                 $20            NA        Operator of music streaming application in India

  9/6/19                                                                                $700            NA        Developer of an online music platform offering free and paid streaming and downloads in China

 8/27/19                                                                                ~$30            NA        Developer of a curated mobile platform designed to facilitate on-demand audio and podcasts

                                                                                                                  Developer of a global music distribution and rights management platform intended to reach music fans via
 8/13/19                                                                                 $40            NA
                                                                                                                  hundreds of digital, physical and mobile retailers
                                                                                                                  LiveXLive Media Inc is the premium internet networks devoted to live music and music-related video
 7/25/19                                                                                 $10            NA
                                                                                                                  content

 7/16/19                                                                                 $60           $660       Operates a platform enabling content creators and artists to fund their work

  7/1/19                                                                                 $30            NA        Developer of an online audio mastering software designed to refine and polish finished stereo mixes

                                                                                                                  Developer of a royalty-free music library that provides cutting edge production music for films, TV and
  7/1/19                                                                                 $20           $370
                                                                                                                  YouTube content

 5/21/19                                                                                 $25            NA        Provider of event organization services intended to offer public music entertainment

                                                                                                                  Developer of music and video streaming application with more than 5 million tracks that can be streamed
 3/27/19                                                                                 $20            NA
                                                                                                                  free of charge

  2/6/19                                                                                $100            NA        Developer of a platform designed to discover, organize and listen to podcasts
            Ximalaya
                       Notes:
                       Sources: Capital IQ, Pitchbook, Wall Street Research.
                       1)    Strategic investment to help the company launch Bluebox                                                                                                                                     32
M&A AND FINANCINGS
Precedent Financings (cont.)
($MM)
Announced                                                            Amount     Enterprise
  Date       Investor                              Target            Invested   Value (EV)   Target Description
                                                                                             Provider of music and video distribution services intended for artists and labels to turn audience
  1/2/19                                                              $148        $400
                                                                                             engagement into sales

 11/2/18                                                              $150         NA        Provider of an education platform intended to offer one-on-one tutoring services of music related aspects

 10/17/18                                                              NA          NA        Operator of a SaaS-based musical platform intended to distribute music at a fraction of the price

 10/12/18                                                             $600         NA        Developer of an online music platform offering free and paid online streaming and downloads in China

                                                                                             Developer of a music streaming platform assist artists publish and monetize their work and distribute it
  8/8/18                                                               $6          NA
                                                                                             directly to fans

  8/2/18                                                              $186       $1,161      Provider of music streaming services designed to offer personalized music tracks

  7/1/18                                                              $618       $3,710      Developer of an online audio streaming platform
                                                  Ximalaya
                                                                                             Operates an app allowing users to upload their music directly to music streaming platforms and track how
 5/22/18                                                               $16         NA
                                                                                             many people are listening to their music and how much money it generates
                                                                                             Provider of curated direct-to-consumer and B2B services, including audio television channels, radio
  5/2/18                                                               $31         NA
                                                                                             stations, music apps and SVOD content

 4/25/18                                                               $14         NA        Developer of an audio platform designed to deliver contextual recommendations for listeners of podcasts

                                                                                             Developer of an audio streaming platform designed for radio presenters and DJs to upload their shows and
 4/16/18                                                               $12         NA
                                                                                             reach a new audience

  3/1/18                                                               $10         NA        Operates online music platforms that enable streaming, online karaoke and live streaming services in China

 11/15/17                                                              $4          NA        Operator of a digital music distribution platform

                                                                                             Operator of an entertainment and sports agency, specializing in talent management, literary and strategic
 10/6/17                                                               $26         NA
                                                                                             marketing and consulting services
                                                                                             Developer of a digital media network platform intended to help listeners better understand the world and
 9/11/17                                                              ~$20         $75
                                                                                             each other
                                                                                             Provider of a video analytics and rights management platform designed to quickly find and claim all copies
 8/17/17                                                               $7          $9
                                                                                             of your content
                                                                                             Provider of an online radio application designed to provide access to sports, music, talk and news streams
 8/11/17                                                               $50         NA
                                                                                             from around the world

  8/2/17                                                              $400       $5,000      Operator of a global entertainment, sports and content company

                                                                                             Developer of a global music distribution and rights management platform intended to reach music fans via
 7/19/17                                                               $20         NA
                                                                                             hundreds of digital, physical and mobile retailers
                                                                                             Developer of a voice interactive storytelling application designed to synchronize theme music and sound
 7/17/17                                                               NA          NA
                                                                                             effects using voice recognition

             Notes:
             Sources: Capital IQ, Pitchbook, Wall Street Research.                                                                                                                                 33
M&A AND FINANCINGS
Precedent Financings (cont.)
($MM)
Announced                                                            Amount     Enterprise
  Date       Investor                              Target            Invested   Value (EV)   Target Description
                                                                                             Developer of an enterprise platform intended to provide distribution and payments solutions to artists and
 5/26/17                                                               $8          $18
                                                                                             their teams

  6/9/17                                                              $452         NA        Radio broadcasting company that offers music streaming and automated music recommendation services

  5/8/17                                                               $87        $647       Provider of publishing, recording and rights management platform

 4/11/17                                                              $109       $1,161      Developer of an online music platform, offering free and paid online streaming and downloads in China

 3/20/17                                                               $4          NA        Operator of an online platform intended to seamlessly collect royalties globally

 3/15/17                                                               $24         NA        Provides Internet music, content planning and music distribution services in South Korea

                                                                                             A music-streaming application created to provide lossless audio and high definition music and videos with
 1/23/17                                                               $45         NA
                                                                                             curated editorial
                                                                                             Provider of music distribution and marketing services, facilitating partnerships between artists and the
 12/31/16                                                              $70         NA
                                                                                             brands
                                                                                             Developer of an online music marketing platform designed to provide data management, reporting and
 8/29/16                                                               $3          NA
                                                                                             analytics services

             Notes:
             Sources: Capital IQ, Pitchbook, Wall Street Research.                                                                                                                                  34
TABLE OF CONTENTS

 I.   GCA Overview

 II. Music In the News

 III. Digital Music Trends and Insights

 IV. Public Markets

 V. M&A and Financings

 VI. Public Comps Backup

                                          35
PUBLIC COMPS BACKUP
Public Market Comparable Companies
($MM, except per share data)
                                                                                                                               Trading Metrics                                    Operating Metrics
                                           Stock Price     Market        Cash &         Total      Enterprise      EV / Revenue                EV / EBITDA            Revenue Growth            EBITDA Margin
Company                                    6/30/2020        Cap        ST. Invest.      Debt       Value (EV)   CY19A        CY20E        CY19A          CY20E      19A/18A     20E/19A      CY19A        CY20E

Music Publishers
Sony Corporation                                $68.94      $84,119         $8,944      $17,438       $98,858       1.3x          1.4x         8.6x        13.1x          2%          (8%)       15%          10%

Vivendi SA                                      $25.67      $29,718         $2,667        $9,422      $36,721       2.1x          2.0x        15.6x        15.0x         11%          2%         13%          14%

Warner Music Group Corp.                        $29.50      $15,045          $484         $3,370      $17,952        NA           4.0x          NA         24.2x          NA          NA          NA          17%

Hipgnosis Songs Fund Limited                     $1.45         $892            $81           $17         $828        NA          20.6x          NA         24.8x          NA          NA          NA          83%

YG Entertainment Inc.                           $29.68         $536            $75           $22         $542       2.3x          2.6x          NM         23.0x         (7%)        (13%)        3%          11%

SM Entertainment Co.                            $20.01         $469          $261            $72         $434       0.7x          0.9x         5.2x          7.4x         7%         (19%)       14%          12%

Summary Statistics
Mean                                                                                                                1.6x          5.3x         9.8x        17.9x          3%         (9%)        11%          25%
Median                                                                                                              1.7x          2.3x         8.6x        19.0x          4%        (10%)        14%          13%

DSPs
NetEase                                       $429.38       $59,342       $10,664         $2,845      $53,161       6.2x          5.4x        20.8x        19.7x        (12%)        15%         30%          27%

Spotify Technology S.A.                       $258.19       $48,012         $1,649         $700       $47,062       6.2x          5.3x          NM           NM          27%         17%          1%          (1%)

Sirius XM Holdings Inc.                          $5.87      $25,705            $40        $8,340      $34,005       4.4x          4.4x        14.1x        14.2x         35%          (1%)       31%          31%

Tencent Music Entertainment Group               $13.46      $22,580         $2,957           $19      $19,654       5.4x          4.7x        29.1x        30.2x         31%         16%         19%          15%

LINE Corporation                                $50.28      $12,065         $1,739        $2,157      $12,616       5.9x          5.3x          NM           NM          13%         12%          (6%)            3%

Stingray Group Inc.                              $3.87         $285             $2         $278          $562       2.3x          2.7x         6.5x          6.9x        89%         (12%)       36%          39%

LiveXLive Media                                  $3.62         $215             $6           $16         $226       5.9x          4.1x          NM           NM          21%         45%          NM         (11%)

Summary Statistics
Mean                                                                                                                5.2x          4.5x        17.6x        17.7x         29%         13%         18%          15%
Median                                                                                                              5.9x          4.7x        17.4x        16.9x         27%         15%         24%          15%

                           Notes:
                           Sources: Capital IQ, Wall Street Research. Multiples 50x considered NM.                                                                                                 36
PUBLIC COMPS BACKUP
Public Market Comparable Companies (cont.)
($MM, except per share data)
                                                                                                                                 Trading Metrics                                   Operating Metrics
                                            Stock Price     Market        Cash &         Total      Enterprise       EV / Revenue                EV / EBITDA           Revenue Growth            EBITDA Margin
Company                                     6/30/2020        Cap        ST. Invest.      Debt       Value (EV)    CY19A        CY20E        CY19A          CY20E     19A/18A     20E/19A      CY19A        CY20E

Live Entertainment
Live Nation Entertainment                        $44.33        $9,374        $3,270        $5,220      $12,140        1.1x          3.0x        12.9x          NM          7%         (64%)        8%          (9%)

iHeartMedia                                       $8.35        $1,218         $647         $6,879        $7,459       2.0x          2.4x         7.6x        11.5x       (42%)        (16%)       27%          21%

Madison Square Garden Sports Corp.             $146.89         $3,524        $1,337         $632         $2,863       1.8x          4.5x        43.4x          NM          0%         (61%)        4%         (14%)

Madison Square Garden Entertainment Corp.        $75.00        $1,801        $1,335         $281          $788         NA           1.5x          NA           NM          NA          NA          NA         (15%)

Avid Technology                                   $7.27         $318            $81         $286          $523        1.3x          1.5x         9.3x        11.6x        (1%)        (12%)       14%          13%

Eventbrite                                        $8.57         $777          $373            $23         $427        1.3x          2.8x          NM           NM         10%         (53%)        (1%)        NM

Summary Statistics
Mean                                                                                                                  1.5x          2.6x        18.3x        11.5x        (5%)       (41%)        10%          (1%)
Median                                                                                                                1.3x          2.6x        11.1x        11.5x         0%        (53%)         8%          (9%)

Diversified Technology
Apple Inc.                                     $364.80     $1,581,165      $94,051      $118,761     $1,605,875       6.1x          6.0x        20.8x        22.0x         1%          1%         29%          27%

Microsoft Corporation                          $203.51     $1,543,306     $137,642       $84,025     $1,489,689      11.2x         10.1x        25.1x        22.1x        12%         11%         45%          45%

Amazon.com                                    $2,758.82    $1,376,033      $49,292       $78,151     $1,404,892       5.0x          4.1x        33.7x        31.1x        20%         24%         15%          13%

Alphabet Inc.                                 $1,418.05     $967,990      $117,229       $16,804      $867,565        5.3x          5.1x        14.7x        15.2x        19%          4%         36%          34%

Facebook                                       $227.07      $647,453       $60,289       $10,814      $597,978        8.5x          7.8x        15.1x        16.0x        26%          9%         56%          48%

Alibaba Group Holding Limited                  $215.70      $578,885       $51,287       $17,711      $561,569        8.0x          6.4x        25.2x        21.6x        39%         25%         32%          30%

The Walt Disney Company                        $111.51      $201,417       $14,339       $59,555      $260,199        3.5x          4.0x        14.1x        31.1x        26%         (13%)       25%          13%

Netflix                                        $455.04      $200,128         $5,152      $16,266      $211,242       10.5x          8.5x          NM         46.0x        28%         23%         16%          19%

Snap Inc.                                        $23.49      $33,953         $2,082        $1,233      $33,105       19.3x         15.7x          NM           NM         45%         23%         (13%)        (9%)

Twitter                                          $29.79      $23,329         $7,671        $4,137      $19,796        5.7x          6.0x        16.1x        24.6x        13%          (5%)       36%          25%

Summary Statistics
Mean                                                                                                                  8.3x          7.4x        20.6x        25.5x        23%         10%         28%          24%
Median                                                                                                                7.1x          6.2x        18.5x        22.1x        23%         10%         31%          26%

                            Notes:
                            Sources: Capital IQ, Wall Street Research. Multiples 50x considered NM.                                                                                                 37
PUBLIC COMPS BACKUP
Public Market Comparable Companies (cont.)
($MM, except per share data)
                                                                                                                                Trading Metrics                                   Operating Metrics
                                           Stock Price     Market        Cash &         Total      Enterprise       EV / Revenue                EV / EBITDA           Revenue Growth            EBITDA Margin
Company                                    6/30/2020        Cap        ST. Invest.      Debt       Value (EV)    CY19A        CY20E        CY19A          CY20E     19A/18A     20E/19A      CY19A        CY20E

Digital Services & Marketplace
Shopify Inc.                                  $949.20      $113,303         $2,361         $141      $111,083         NM           NM            NM           NM          7%         39%          8%              5%

Uber Technologies                               $31.08      $53,892         $8,996        $9,499      $55,371        3.9x          4.2x          NM           NM          7%          (6%)        NM         (18%)

MercadoLibre                                  $985.77       $49,003         $2,276        $1,125      $47,851       21.0x         15.8x          NM           NM          7%         33%          (3%)        (1%)

eBay Inc.                                       $52.45      $36,855         $4,430        $9,195      $41,620        3.9x          4.0x        11.3x        10.7x         7%          (4%)       34%          38%

Expedia Group                                   $82.20      $11,589         $4,099        $7,377      $16,338        1.4x          2.7x         7.7x          NM          8%         (50%)       18%              0%

Rakuten                                          $8.84      $12,000       $16,949       $17,698       $12,763        1.1x          0.9x         6.7x        13.4x         7%         18%         17%              7%

Etsy                                          $106.23       $12,607          $804          $854       $12,657       23.1x         16.2x          NM         46.9x        35%         42%         34%          35%

Zillow Group                                    $57.48      $12,699         $2,561        $2,279      $12,416        4.8x          3.7x          NM           NM         96%         30%          0%          (3%)

Lyft                                            $33.01      $10,128         $2,670         $533         $7,991       2.2x          2.8x          NM           NM          7%         (21%)       (20%)        NM

Grubhub Inc.                                    $70.30        $6,484         $597          $793         $6,680       5.2x          4.3x        37.1x          NM          7%         20%         14%              4%

LendingTree                                   $289.53         $3,782           $51         $429         $4,160       3.7x          4.7x        20.6x        32.6x        46%         (21%)       18%          14%

TripAdvisor                                     $19.01        $2,551         $798          $725         $2,478       1.6x          3.8x         5.7x          NM         (3%)        (58%)       28%         (10%)

Yelp Inc.                                       $23.13        $1,663         $487          $237         $1,413       1.4x          1.7x         6.5x        18.1x         8%         (20%)       21%          10%

Shutterstock                                    $34.97        $1,246         $296            $46         $996        1.5x          1.6x         9.8x        11.1x         5%          (4%)       15%          14%

Summary Statistics
Mean                                                                                                                 5.7x          5.1x        13.2x        22.1x        17%         (0%)        14%              7%
Median                                                                                                               3.7x          3.8x         8.8x        15.8x         7%         (4%)        17%              5%

                           Notes:
                           Sources: Capital IQ, Wall Street Research. Multiples 50x considered NM.                                                                                                 38
PUBLIC COMPS BACKUP
Public Market Comparable Companies (cont.)
($MM, except per share data)
                                                                                                                                Trading Metrics                                    Operating Metrics
                                          Stock Price     Market        Cash &         Total      Enterprise        EV / Revenue                EV / EBITDA            Revenue Growth            EBITDA Margin
Company                                   6/30/2020        Cap        ST. Invest.      Debt       Value (EV)     CY19A        CY20E        CY19A          CY20E      19A/18A     20E/19A      CY19A        CY20E

Advertising
Adobe Inc.                                   $435.31      $208,803         $4,351        $4,697     $209,149        18.8x         16.4x        41.5x        34.7x         24%         14%         45%          47%

The Trade Desk                               $406.50       $18,723          $446          $370       $18,647        28.3x         27.1x          NM           NM          38%          4%         32%          26%

Wix.com Ltd.                                 $256.22       $13,202          $726          $448       $12,924        17.0x         13.5x          NM           NM          26%         26%         15%          16%

HubSpot                                      $224.35         $9,788         $969          $610         $9,430       14.1x         11.7x          NM           NM          31%         20%         13%              9%

LivePerson                                     $41.43        $2,743         $171          $200         $2,772        9.5x          8.0x          NM           NM          17%         19%          (5%)            2%

Magnite                                           NA            NA            $71           $21          ($51)        NM           NM            NM         25.2x         25%         19%         16%          (1%)

Criteo S.A.                                    $11.39         $703          $437          $164          $462         0.5x          0.6x         1.6x          2.9x        (3%)        (22%)       31%          22%

Summary Statistics
Mean                                                                                                                14.7x         12.9x        21.6x        20.9x         23%         12%         21%          17%
Median                                                                                                              15.5x         12.6x        21.6x        25.2x         25%         19%         16%          16%

Data & Analytics
Experian plc                                   $35.57      $32,280          $277         $4,522      $36,531         7.3x          7.3x        21.6x        21.2x          3%          0%         34%          34%

IHS Markit Ltd.                                $75.50      $29,959          $208         $5,777      $35,542         8.0x          8.3x        20.1x        19.4x         10%          (3%)       40%          43%

Verisk Analytics                             $170.20       $27,617          $207         $3,334      $30,743        11.8x         11.1x        25.2x        23.6x          9%          7%         47%          47%

Equifax Inc.                                 $171.88       $20,864          $370         $3,508      $24,045         6.9x          6.6x        20.4x        20.2x          3%          4%         34%          33%

TransUnion                                     $87.04      $16,520          $319         $3,817      $20,115         7.6x          7.8x        19.1x        21.4x         13%          (3%)       40%          37%

Nielsen Holdings plc                           $14.86        $5,297         $359         $8,949      $14,074         2.2x          2.3x         7.6x          7.9x        (0%)         (4%)       29%          29%

comScore                                        $3.10         $220            $37         $266          $449         1.2x          1.2x          NM         13.6x         (7%)         (5%)        1%              9%

Summary Statistics
Mean                                                                                                                 6.4x          6.4x        19.0x        18.2x          4%         (1%)        32%          33%
Median                                                                                                               7.3x          7.3x        20.2x        20.2x          3%         (3%)        34%          34%

                          Notes:
                          Sources: Capital IQ, Wall Street Research. Multiples 50x considered NM.                                                                                                   39
PUBLIC COMPS BACKUP
 Public Market Comparable Companies (cont.)
($MM, except per share data)
                                                                                                                                  Trading Metrics                                 Operating Metrics
                                              Stock Price     Market        Cash &         Total      Enterprise       EV / Revenue              EV / EBITDA           Revenue Growth           EBITDA Margin
Company                                       6/30/2020        Cap        ST. Invest.      Debt       Value (EV)    CY19A        CY20E       CY19A         CY20E     19A/18A     20E/19A      CY19A       CY20E

High-Growth SaaS
Zoom Video Communications                        $253.54       $71,524         $1,105           $72      $70,491        NM          39.1x           NM         NM         85%        195%         19%         26%

Twilio Inc.                                      $219.42       $30,730         $1,843         $648       $29,535       26.5x        19.4x           NM         NM         72%         36%             9%          6%

Okta                                             $200.23       $24,951         $1,447        $1,161      $24,665       42.9x        31.7x           NM         NM         44%         35%             (7%)    (3%)

Slack Technologies                                 $31.09      $17,525         $1,525         $840       $16,857       27.1x        19.3x           NM         NM         56%         40%         (19%)       (9%)

Coupa Software Incorporated                      $277.04       $18,582          $706          $718       $18,594       48.8x        37.8x           NM         NM         46%         29%         13%         15%

Zscaler                                          $109.50       $14,292          $391            $41      $13,941       39.0x        28.6x           NM         NM         47%         36%         10%             9%

Smartsheet Inc.                                    $50.92        $6,098         $544            $75        $5,628      20.8x        15.4x           NM         NM         52%         35%         (18%)      (13%)

Cloudera                                           $12.72        $3,757         $412          $212         $3,558       4.5x         4.2x           NM       20.3x        63%          7%             6%      21%

Zix Corporation                                     $6.90         $377            $16         $198          $559        3.2x         2.6x       14.0x        11.0x       145%         24%         23%         24%

Summary Statistics
Mean                                                                                                                   26.6x        22.0x       14.0x        15.6x        68%         49%             4%          8%
Median                                                                                                                 26.8x        19.4x       14.0x        15.6x        56%         35%             9%          9%

                              Notes:
                              Sources: Capital IQ, Wall Street Research. Multiples 50x considered NM.                                                                                               40
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