INVESTOR RELATIONS PRESENTATION - SEPTEMBER 2019

 
INVESTOR RELATIONS PRESENTATION - SEPTEMBER 2019
INVESTOR RELATIONS
   PRESENTATION
    SEPTEMBER 2019
INVESTOR RELATIONS PRESENTATION - SEPTEMBER 2019
AGENDA
          RTL GROUP AT    FULL-YEAR    FINANCIALS      OUR INDUSTRY BUSINESS &    RTL GROUP    OUTLOOK
         A GLANCE        HIGHLIGHTS   2018           IN THE DIGITAL STRATEGY     SHARE        2019
                                                    MEDIA WORLD UPDATE
INVESTOR RELATIONS PRESENTATION - SEPTEMBER 2019
RTL Group at a glance

A LEADER ACROSS BROADCAST, CONTENT AND DIGITAL
Leading commercial                                                                     Leading global                   Leading European media
broadcaster in Europe                                                                  content business                 company in online video

                        27.2% #1

35.3% #1                                             27.5% #1                          • Creating around 12,700 hours   • Extensive portfolio of national streaming
                                                                                         of programming broadcast         champions
                                                                                       • Distributed 200+ territories   • Strong online sales houses with
                                                                                                                          multi-screen expertise
21.4% #2                                                      28.6% #1
                                                                                                                                                                 Long-form
                                                                                                                                                                 VOD offers

                                                                                                                                                                  No. 1 on
                                                                                                                                                                  YouTube

                                                                                                                                                                  Top 5 in
                     28.4% #2                  27.1% #2                                                                                                        programmatic
    X%                                           #                                                                                                            advertising sales
         2018 audience share in target group         Broadcaster position in country

3
INVESTOR RELATIONS PRESENTATION - SEPTEMBER 2019
RTL Group at a glance

MISSION STATEMENT
                        We are innovators who shape
                        the media world across broadcast,
                        content and digital.
                        We build inspiring environments
                        where creative and pioneering spirits
                        can thrive.
                        We create and share stories
                        that entertain, inform, and engage
                        audiences around the world.
                        We embrace independence and
                        diversity in our people, our content
                        and our businesses.
                        We have a proud past, a vibrant
                        present and an exciting future.

4
INVESTOR RELATIONS PRESENTATION - SEPTEMBER 2019
RTL Group at a glance

EUROPE’S LEADING FREE-TO-AIR BROADCASTER…
FY 2018 revenue
In € billion

                                                                                             6.5

                                                                                   4.0

                                                                            3.61

                                                                           3.4

                                                                     2.3

                                                                  1.92

                                       0                             1             2     3         4   5   6   7
        Source: published full-year results
        1 Converted at an exchange rate of £1.00 to €1.13098
5       2 Converted at an exchange rate of SEK 10.2582 to €1.00
INVESTOR RELATIONS PRESENTATION - SEPTEMBER 2019
RTL Group at a glance

…WITH WIDE REACH AND STRONG CONTENT PRODUCTION…

                                                  With operations in over 30   countries,
                                                  creating 12,700    hours of TV programming
                                                  a year

                                                  Producing number      one prime-time
                                                  shows for major broadcasters in almost every
                                                  major TV market in the world

                                                  Distributing more than 20,000  hours
                                                  of content in over 200 territories

                                                  Over 400 titles on air
                                                  or in production at any one time

6
INVESTOR RELATIONS PRESENTATION - SEPTEMBER 2019
RTL Group at a glance

…AND ONE OF THE GLOBAL LEADERS IN ONLINE VIDEO

                                        #1                                              #1                                               #1
                                    IN NOR                                           IN EURO                                           IN THE
                                          T
                                    AMERIC H                                                 PE                                       NORDIC
                                           A                                                                                                 S

Unmatched global reach                         Europe’s leading digital studio and home           Unique direct sales team
and consistent growth                          for digital content creators                       for branded content
    #1 digital video network globally           #1 digital video network in Europe                 #1 digital video network in the Nordics

7
RTL Group at a glance

OUR SHAREHOLDING STRUCTURE

                                                                                                                             Bertelsmann

                                   24.1%1                                                                                      75.1%1
              Publicly traded on the
    Frankfurt/Main and Luxembourg
                   stock exchanges
                                                                                                                LISTED
                                                                                                                       ON
                                                                                                                 MDAX
                                                                                                                SINCE 2
                                                                                                                       013

       As of 31 December 2018
8      1 Excluding 0.8% which is held collectively as treasury stock by RTL Group and one of its subsidiaries
RTL Group at a glance

CORPORATE GOVERNANCE (1/2)
BOARD OF                                                Martin Taylor1        Chairman of the
                                                                              Board of Directors
                                                                                                                  RESPONSIBILITIES
DIRECTORS
                                                                                                                  •   Approval of RTL Group’s
                                                        James Singh1          Vice-Chairman of the                    annual budget
                                                                              Board of Directors

                                                                                                                  •   Oversight of significant
                                                                                                                      acquisitions and disposals
                                  Executive Directors               Non-Executive Directors
                                                                                                                  •   Management of the Group’s financial
                                                                                                                      statements
                                                   Guillaume de Posch                              Thomas Götz
                                                                                                                  •   Review, with expert help if requested,
        Thomas Rabe                                Immanuel Hermreck                               Bernd Hirsch       that any transaction between RTL Group
           CEO RTL Group
                                                                                                                      or any of its subsidiaries on the one hand
        Elmar Heggen                                                                                                  and any of the shareholders or any of
                                                        Bernd Kundrun                       Jean-Louis Schiltz1
    COO and Deputy CEO RTL Group                                                                                      their respective subsidiaries on the other
                                                                                                                      hand is at arm’s length terms
                                                    Rolf Schmidt-Holtz                       Lauren Zalaznick1

9        1 Independent Director
RTL Group at a glance

CORPORATE GOVERNANCE (2/2)
NOMINATION & COMPENSATION                                                                                                     AUDIT COMMITTEE
COMMITTEE
                                                                                         Chairman of the Nomination
                                                                                                                                                                                        Chairman of the Audit Committee
                                                   Martin        Taylor1                 and Compensation Committee                                              James Singh1           Vice-Chairman of the Board of Directors
                                                                                         Chairman of the Board of Directors

     Immanuel Hermreck                         Rolf Schmidt-Holtz                                   Thomas Götz                   Thomas Götz        Bernd Hirsch        Jean-Louis Schiltz           Martin Taylor1

Responsibilities

• Consulting the CEO and giving prior consent on the appointment                                                              •   Oversight of the Group’s financial reporting, risk management
     and removal of executive directors and senior management                                                                     and internal control as well as standards of business
•    Proposals on the appointment and removal of non-executive directors                                                          conduct and compliance
     to the General Meeting of the shareholders                                                                               •   Monitoring of financial reporting, statutory audit of the legal and
•    Establishing Group’s compensation policy                                                                                     consolidated accounts, independence of the external auditors, effectiveness of the
                                                                                                                                  Group’s internal controls, compliance programme and risk management
                                                                                                                              •   Review of the Group’s financial disclosures and
                                                                                                                                  recommendation to the Board of Directors regarding the appointment
                                                                                                                                  of external auditors
            1 Independent Director
10          For more information on Corporate Governance and the Corporate Governance charter, please see www.rtlgroup.com
RTL Group at a glance

STRONG MANAGEMENT TEAM
                                                                                                                    RESPONSIBILITIES
                                                                                                                    OF THE EXECUTIVE
                                                                                                                    COMMITTEE
            Thomas Rabe                         Elmar Heggen                                 Björn Bauer            1 The Executive Committee is vested
                                                                                                                        with internal management authority
Chief Executive Officer              Chief Operating Officer and Deputy CEO   Chief Financial Officer

•    CEO since 2019                  •   Deputy CEO since 2018                •   CFO since 2019
•    Portfolio responsibility:       •   COO since 2019                       •   Responsible for RTL Group’s       2 Responsibility of CEO for
     Mediengruppe RTL Deutschland,                                                Finance, Investor Relations and       the day-to-day management
                                     •   Portfolio responsibility:                                                      of the Group
     Fremantle and SpotX                 Groupe M6, RTL Nederland,                Group IT departments
•    Responsible for RTL Group’s         RTL Belgium, RTL Hungary, RTL
     Audit & Compliance and              Croatia, Divimove, BroadbandTV                                             3 Active dialogue with the Board
     European Affairs departments        and the Luxembourg operations                                                  of Directors about the status and
                                     •   Representing RTL Group on the                                                  development of the Group
                                         Board of Atresmedia, Spain
                                     •   Responsible for RTL Group’s                                                4 Proposal of annual budgets,
                                         Business Development, Legal,                                                   to be approved by the Board
                                         Corporate Communications &                                                     of Directors
                                         Marketing and Group HR
11
                                         departments
RTL Group at a glance

NEW GROUP MANAGEMENT COMMITTEE

                                                                                                      EXECUTIVE COMMITTEE
             Thomas Rabe                  Elmar Heggen                                Björn Bauer
Chief Executive Officer,      Deputy CEO and Chief Operating Officer,   Chief Financial Officer,
RTL Group                     RTL Group                                 RTL Group

            Jennifer Mullin              Bernd Reichart                        Nicolas de Tavernost
Chief Executive Officer,      Chief Executive Officer,                  Chief Executive Officer,
Fremantle                     Mediengruppe RTL Deutschland              Groupe M6

12
RTL Group at a glance

RTL GROUP’S REPORTING SEGMENTS

      Mediengruppe
                                                                                   Groupe M63                                 Fremantle               RTL Nederland      RTL Belgium       Other Segments
     RTL Deutschland
        100%1                                                                         48.3%1                                   100%1                     100%1            66.0%1

                                                                                     RTL Radio
          RTL II                            Super RTL                                                                               RTL Hungary            RTL Croatia       Atresmedia4   RTL Luxembourg
                                                                                      (France)
        35.8%2                                50.0%2                                  48.3%1                                             100%1               100%1             18.7%2          100%1

                                                                                                 SpotX                             BroadbandTV              StyleHaul          Divimove    United Screens

                                                                                                100%1                                   57.3%1               100%1             100%1           100%1

            1 Fully consolidated
            2 Investment accounted for using the equity method
            3 Net of treasury shares and own shares held by Métropole Télévision SA under liquidity contract
            4 Net of treasury shares
13          The Group’s ownership based on total number of shares after declaration of treasury shares held by the company as per 31 December 2018.
RTL Group at a glance
                                                                                                        #RTLCA
OUR ROLE IN SOCIETY                                                                                           RES

Our commitment to our main stakeholders …                      … in three CR focus areas

                      Viewers, listeners and digital users

                      The creative community

                      Advertisers

                      Our employees

                      Communities and charities

                    “We embrace independence and diversity in our people, our content and our businesses.”

14
RTL Group at a glance
                                                                         #RTLCA
OUR MATERIAL TOPICS                                                            RES

Materiality assessment                                                                                       MANDATORY ASPECTS
Conducted regularly to identify the issues that are important to the business                                    Diversity of people
and to stakeholders and to determine the relative priority of these issues                                       and content

                                                                                                                 Human rights
                                                                                                                 (Editorial independence)

                                                                                              Aligned with
                                                                                                                 Employee matters
                                                                                                                 Learning, fair working
                                                                                                                 conditions, health

                                                                                                                 Anti-corruption and
                                                                                                                 anti-bribery

                                                                                                                 Social matters
                                                                                                                 Content responsibility,
                                                                                                                 community investment

                                                                                                                 Environmental matters
                                                         Relevance: 0 = none, 6 = very high

15
RTL Group at a glance
                                                                                                                           #RTLCA
OUR MEASURES IN CORPORATE RESPONSIBILITY                                                                                         RES

Diversity of people and content            Employee matters                                  Social matters

•    Diversity targets                     Learning                                          Content responsibility
•    Enhanced maternity and adoption pay   • Trainee programmes                              • Partnerships, e.g. with Stiftung Lesen
     to reduce pay gap                     • Training for employees                          • Child-protection standards
•    Employee networks                     • Internal mobility programmes                    • Hosting child-friendly programmes
                                                                                             • Media literacy initiatives, e.g. RTL Factory hackathon
Human rights                               Fair working conditions
                                           • European Works Council                          Community investment
•    Newsroom Guidelines                   • Fair recognition, treatment and opportunities   • € 17,433,048 estimated net value of free air
•    Investigative journalism                                                                  time or donated media time given to charities in 2018
                                           Health
                                                                                             • € 3,482,662 cash donations and budget allocated
                                           • Fitness offers                                    to corporate foundations or charity
                                           • Health check-ups                                  initiatives supported internally in 2018
                                           • Wellbeing campaigns                             • € 23,064,207 funds raised for charity during
                                                                                               flagship events

                                           Anti-corruption and anti-bribery                    Environmental aspects

                                           •   Anti-corruption training programme              •   Promoting sustainable mobility in the
                                           •   Anti-corruption policy                              company (e.g. bicycles, e-mobility)
                                                                                               •   Employee initiatives, e.g. UFA Green Team

16
RTL Group at a glance
                                                                                                                             #RTLCA
OUR AMBITIONS                                                                                                                      RES

OUR CONTENT                                          OUR DIVERSITY TARGET                                    OUR CO2 TARGET
Our news organisations strive for truthful,          By 2021, we aim to                                      We plan to reduce our carbon
fair and impartial reporting, while protecting
individual rights and shielding minors from          increase the percentage of                              emissions by 20% until 2025
inappropriate content.                                                                            30%
                                                     female leadership in our                                with the milestone of a 10%
We ensure our output reflects the diversity of the   management to 30%.                                      reduction by 2020.
various cultures we serve.                                                                     (2018: 20%)                               (Baseline 2016)

                                                     We do not tolerate discrimination against
                                                     employees or applicants for employment because
                                                     of race, national or ethnic origin, gender,
                                                     pregnancy, marital or parental status, age,
                                                     disability, religion or belief, sexual orientation or
                                                     any other characteristic specified under applicable
                                                     anti-discrimination law or company policy.

                          RTL Group’s corporate culture is founded on fairness, partnership, mutual trust and commitment.

17
AGENDA
          RTL GROUP AT     FULL-YEAR    FINANCIALS OUR INDUSTRY BUSINESS &    RTL GROUP    OUTLOOK
         A GLANCE        HIGHLIGHTS    2018        IN THE DIGITAL STRATEGY   SHARE        2019
                                                  MEDIA WORLD UPDATE
Full-Year 2018 Highlights

OUR TOTAL VIDEO STRATEGY ONCE AGAIN PAYS OFF…

 BROAD
      CAST      High margins,
                dynamic growth of VOD services

                                                      BROADCAST
     CONTE
          NT    Strong revenue growth +8%
                and higher EBITDA +5%

     DIGITA
            L   €1 billion in digital revenues +19%
                already 15% share of total revenue                TOTAL VIDEO
                                                                    STRATEGY
19
Full-Year 2018 Highlights

…WITH RECORD REVENUE, EXCEEDING €6.5 BILLION FOR THE FIRST TIME

       KEY
           S
     FIGURE

                            +2.1%
Revenue:       €6,505m
                                                                BROADCAST

                            -5.7%                      -1.8pp
EBITDA:        €1,380m               Margin:   21.2%
                            +0.7%
Operational EBITDA:

Total                       +6.3%
Dividend:      €4.00         Yield

20
Full-Year 2018 Highlights

MORE DIVERSIFIED THAN EVER BEFORE
Digital revenue split                                                                                                                                                                      TV advertising
In € million
                                                                                                                                                                                              45.8%
          +19%
                                     985                             MPNs:                          €331m
                                     MPNs

                                      VOD                            VOD1:                          €216m                                                                                                   Content
       826
                                    Content
                                                                                                                                                                                                      20.0%
                                                                                                                                                                               €6.5bn
                                    Ad-tech
                                                                     Content:                       €165m
                                     Other                           (Fremantle)                                                                 Other
      2017                          2018
                                                                                                                                                     9.7%                                            Digital
                                                                     Ad-tech2:                      €148m
                 % of                                                                                                                                                                            15.1%
       total RTL Group revenue
                                                                     Other:                         €125m                                                     4.1%
       13%                          15%
                                                                                                                                                            Radio
                                                                                                                                                            advertising     5.3%     RTL GROUP FY 2018
     Share of digital revenue 3                               YEARS AHEAD of plan                                                                                         Platform       REVENUE SPLIT
21       1 Activities include SVOD, TVOD, in-page and in-stream revenues), 2. Includes joint ventures with Mediengruppe RTL Deutschland and RTL Nederland
Full-Year 2018 Highlights

INCREASED TRANSPARENCY TO TRACK ORGANIC GROWTH DRIVERS

                          TV & RADIO                                                                                                CONTENT                                                                                  DIGITAL
                                                                    2018/YOY                                                                                                                                  MPNs                        Ad-tech

Revenue:                   €4,740m                                   -1%                        Revenue:                          €1,592m                                   +8%                        €331m         +28%        €112m1 +2%
Platform rev.:             €343m                                     +7%                        # hrs produced:                   12,738 hrs                                +2%                        Ad-tech ad-spend:          $576m       +49%
SVOD subscribers:          1m                                        +77%                       % of drama:                       19%                                       -3pp                       MPN video views:           463bn       +20%
Digital rev.:              €377m                                     +11%                       Digital rev.:                     €165m                                     +39%                       MPN & Ad-tech rev.:        €443m       +20%

                                                                                                          Total digital revenue €985m

22         Broadcast, content, digital split based on consolidated business unit view; inter-company eliminations excluded, 1. Excludes joint ventures with Mediengruppe RTL Deutschland and RTL Nederland
Full-Year 2018 Highlights

FOCUS ON ORGANIC GROWTH DRIVERS: DIGITAL AND CONTENT

                 BROADCAST                         CONTENT                               DIGITAL

Top-line drivers to 2021

VOD revenue to grow by >    €150m    Drama revenue to grow to >   €500m   Ad-tech revenue to grow by >   €100m
SVOD subscribers to triple to ~ 3m

23
AGENDA
          RTL GROUP AT FULL-YEAR     Financials      OUR INDUSTRY BUSINESS &    RTL GROUP    OUTLOOK
         A GLANCE      HIGHLIGHTS   2018           IN THE DIGITAL STRATEGY     SHARE        2019
                                                  MEDIA WORLD UPDATE
Financials 2018

REVENUE BRIDGE IN 2018
RTL Group revenue bridge in 2018
In € million

                                                           176        6,505

                  6,373            (62)
                                              18
                                                         Net growth
                                    FX    Acquisitions

                  2017                                                2018

25
Financials 2018

HIGHLY DIVERSIFIED REVENUE MIX
RTL GROUP 2018 REVENUE SPLIT                                                                      TV advertising
In %                                                                                                                   TV ADVERTISING
                                                                                                  45.8%

                                                                                                             Content

                                                                                                           20.0%
                                                                                                                                         55.8%   65.9%
Other1                                             €6.5bn
     9.7%                                                                                                 Digital

                                                                                                      15.1%
               4.1%
         Radio
         advertising                          5.3%
                                                                                                                        TV advertising
                                          Platform                                                                      Other revenue

26          1 Other includes home shopping, merchandising, e-commerce, technical services, etc.
Financials 2018

RECORD REVENUE, HIGH MARGINS
                                           Full-Year to      Full-Year to   Per cent
 In € million                           December 2018     December 2017      change
 Revenue                                         6,505             6,373       +2.1
 Underlying revenue                              6,516             6,339       +2.8
 Operating cost base                             5,464             5,342       +2.3
 EBITDA                                          1,380             1,464       (5.7)
 EBITDA margin (%)                                 21.2              23.0    (1.8)pp
 Operational EBITDA                              1,380             1,370       +0.7
 Operational EBITDA margin (%)                     21.2              21.5    (0.3)pp
 Net debt                                         (470)             (545)          -
 Net debt EBITDA ratio at end of year              0.34              0.37          -

27
Financials 2018

EBITDA TO NET PROFIT
                                                                                                                   Full-Year to       Full-Year to    Per cent
 In € million                                                                                                   December 2018      December 2017       change
 Reported EBITDA                                                                                                         1,380              1,464        (5.7)
 Depreciation, amortisation and impairment                                                                                 (224)              (233)

 Gain/(loss) from sale of subsidiaries, other investments and re-measurement to fair value of pre-existing
                                                                                                                             25                 21
 interest in acquiree

 Impairment of, goodwill of subsidiaries, investments accounted for using the equity method and remeasurement
                                                                                                                           (105)                (6)
 of earn-out arrangements

 Net financial income/(expense)                                                                                             (13)               (24)

 Income tax expense                                                                                                        (278)              (385)

 Profit for the year                                                                                                       785                837        (6.2)

 Profit for the year attributable to RTL              GROUP SHAREHOLDERS                                                   668                739        (9.6)

28
Financials 2018

CASH CONVERSION
                                                                             Full-Year to       Full-Year to
 In € million                                                             December 2018      December 2017
 Net cash flow from operating activities                                             873              1,023
 Add: Income tax paid                                                                 354                345
 Less: Acquisition of assets, net                                                    (178)               (69)

 Equals: Reported free cash flow (FCF)                                             1,049              1,299
 Acquisition and disposal of subsidiaries and JVs, net of cash acquired               (18)               (30)
 Other financial assets (deposit excluded), net                                       117                (33)
 Net interest                                                                         (12)               (13)
 Transactions with non-controlling interests & treasury shares                        (25)              (147)
 Income tax paid                                                                     (354)              (345)
 Dividends paid                                                                      (686)              (687)
 Cash generated                                                                        71                 44

 EBITA                                                                             1,171              1,248

 CASH CONVERSION (FCF/EBITA)                                                        90%               104%

29
Financials 2018

ATTRACTIVE DIVIDEND YIELD
                                                                                                               Full-Year to
 In € million                                                                                               December 2018
 Profit for the year attributable to RTL Group shareholders                                                            668
 Adjustments for:
 Impairment                                                                                                             105
 Deferred tax asset                                                                                                     (67)
 PLP commission                                                                                                         (28)

 Adjusted net result                                                                                                   678

 ORDINARY DIVIDEND, in € per share                                                                                    3.00
                                                                                                                                DIVIDEN
 Ordinary dividend, absolute amount1                                                                                   461
                                                                                                                                        D
 Dividend payout, in %2                                                                                               68%         YIELD
                                                                                                                               OF 6.3%   3

           1 Based on total share capital less treasury shares held by the Group and liquidity programme.
           2 Ordinary dividend, absolute amount/adjusted net result.
30         3 Including €1.00 interim dividend and based on average share price in 2018 (€63.06)
Financials 2018

SIGNIFICANT VALUE ADDED

 In € million                                                                                                                                             2018     2017
 EBITA                                                                                                                                                    1,171    1,248
 Deduction of shares of results of investments accounted for using the equity method and already taxed                                                      (21)     (26)
                                                                                                                                                           1,150    1,222
 Net basis after deduction of uniform tax rate                                                                                                              771      819
 Shares of results of investments accounted for using the equity method and already taxed                                                                    21       26

 NOPAT                                                                                                                                                     792      845
 Invested capital at beginning of year                                                                                                                     4,123    4,181
 Invested capital at end of year                                                                                                                           4,093    4,123
 66 per cent of the net present value of operating leases and satellite transponder service agreements
                                                                                                                                                            302      320
 at beginning of year
 66 per cent of the net present value of operating leases and satellite transponder service agreements
                                                                                                                                                            226      302
 at end of year
 Adjusted average invested capital                                                                                                                         4,372    4,463

 Cost of capital                                                                                                                                           350      357
 RVA1                                                                                                                                                      442      488

31         1 RVA = RTL Group Value Added. For more information, see note 3 to the Consolidated Financial Statements in the RTL Group Annual Report 2018
Financials 2018

…AND STRONG FINANCIAL KPIs

 In € million                                                                                                                                      2018        2017     2016     2015     20141

 Revenue                                                                                                                                         6,505         6,373    6,237    6,029    5,808
 EBITDA                                                                                                                                           1,380        1,464    1,411    1,360    1,347
 EBITA                                                                                                                                            1,171        1,248    1,205    1,167    1,144
 RVA2                                                                                                                                                    442     488      462      455      457
 Net debt                                                                                                                                           (470)       (545)    (576)    (671)    (599)
 Net debt EBITDA ratio at end of year                                                                                                                0.34       0.37     0.41     0.49     0.44

          1 2014 figures adjusted for changes in purchase price allocation
32        2 RVA = RTL Group Value Added. For more information, see note 3 to the Consolidated Financial Statements in the RTL Group Annual Report 2018
AGENDA
          RTL GROUP AT FULL-YEAR     FINANCIALS     OUR INDUSTRY      BUSINESS &    RTL GROUP    OUTLOOK
         A GLANCE      HIGHLIGHTS   2018           IN THE DIGITAL    STRATEGY      SHARE        2019
                                                                    UPDATE
                                                  MEDIA WORLD
Our industry in the digital media world

HOW THE INDUSTRY IS CHANGING WITH FRAGMENTATION

TV
CHANNELS

ONLINE
CHANNELS

34
Our industry in the digital media world

TOTAL VIDEO MARKET IS GROWING, DRIVEN BY ONLINE VIDEO
Total video market size
Revenue, in € billion                                                                                                                  Advertising revenues
                                                                                                                                          Online short form
                          +4.0%                     7.0
                                                                                                                                          Catch-up TV
                                                      1.2                                                                                 Linear and time shifted TV

         5.7                                                                                         +4.3%                             Other revenues
          0.6                                         0.8                                                     5.2                         SVOD
          0.4                                         0.3                                                      0.7                        CAGR, in per cent
 0.1
                                                                                             4.2
                                                                                             0.3               0.9
                                                                                             0.4
                                                                                             0.2               0.3
                           +0.3%
                                                                                                                                       +5.6%
          4.6                                         4.7
                                                                                                     -0.1%                                              1.8
                                                                                             3.3               3.3           1.4                         0.6
                                                                                                                       0.2                               0.3
                                                                                                                              0.2
                                                                                                                       0.1                                         0.1
                                                                                                                              0.9
                                                                                                                                        -0.6%            0.9

        2017 A                                    2022 E                                    2017 A            2022 E         2017 A                     2022 E
                          GERMANY                                                                    FRANCE                           NETHERLANDS

35       Source: IHS Markit 2018, Internal estimates, differences in sum due to roundings
Our industry in the digital media world

VIDEO CONSUMERS ARE ON THE MOVE

            100%1                                                         42%              7%          22%   5%     7%

       10 HOURS
      24 MINUTES                                                       Traditional TV   Connected TV
         DAILY

                                                                           -8%             +7%         +4%   -14%   -2%

36      1 Source: Nielsen Q2/2018 for the USA | 100% including radio
Our industry in the digital media world

RTL GROUP’S BUSINESS MODEL
BROADCAST
Content procurement                Aggregation           Distribution          Audience
and production                                           and monetisation

                      CONTENT                        REACH
                                                                            COMMERCIALS
                                                 ADVERTISING
                                                  REVENUE

                                                 TV CHANNELS AND
                                                 VIDEO ON-DEMAND             TECHNICAL
                                                                             ACCESS TO
                                                                              CONTENT
                                                  PLATFORM
                                                   REVENUE

37
Our industry in the digital media world

THE CONTENT PRODUCTION VALUE CHAIN
Concept                                   Pre-                                                   Production        Post-        International
creation                                  Production1                                                              Production   Distribution
•    IP creation                          •    IP development                                    •    Shooting     •   Cut      •   Tape Sales
•    Script                               •    Funding                                           •    Screenplay   •   VFX      •   Rights
•    Character                            •    Scheduling                                        •    Storyboard   •   Sound        Management
     design                               •    Integration of                                                      •   Music    •   Commercial
•    Story                                     Process                                                                              Exploitation
                                                                                                                   •   DRM
                                          •    Attach key cast                                                                  •   Ancillary
                                                                                                                                    Exploitation
                                          •    Storyboard

38            1 Pre-production will only start once, the idea was sold to a commissioning client network
Our industry in the digital media world

RTL GROUP AIMS TO BE PRESENT ALONG THE AD-TECH VALUE CHAIN
                                                                                                                        LINEAR
      NON-LINEAR                                                                                                         TV/SET
       PC/MOBILE                                                                                                       TOP BOXES

                                                           CONNECTED TV DEVICES

     PROGRAMMATIC              OTT TV/ADDRESSABILE            SERVER-SIDE DYNAMIC             PROGRAMMATIC      TARGETING INDIVIDUAL
      ONLINE VIDEO                  TV (HBBTV)                AD INSERTION (SSDAI)              LINEAR TV        HOUSEHOLDS WITH
                                                                                                              SPECIFIC ADS ON LINEAR TV

                                                                                                                  STILL IN
                                                CROSS-SCREEN PLANNING
                                                                                                                PILOT PHASE

                                          VISION: BUILD AN INDEPENDENT TOTAL VIDEO MONETISATION PLATFORM

                                 FORECAST                  BOOK                EXECUTE             OPTIMISE

39
AGENDA
          RTL GROUP AT FULL-YEAR     FINANCIALS      OUR INDUSTRY   BUSINESS UPDATE    RTL GROUP    OUTLOOK
         A GLANCE      HIGHLIGHTS   2018           IN THE DIGITAL                     SHARE        2019
                                                  MEDIA WORLD
Mediengruppe RTL Deutschland

MARKET LEADERSHIP, HIGH PROFITABILITY
Key financials                                                                 Family of channels
In € million                                                                   14 to 59, FY 2018
     Revenue
                                                                                                                                       HIGHLIGHTS
     EBITDA                                                          33%                                            27.3%
                                                                   MARGIN                                                              Achieved a 36%
                                                                                                                                       increase in subscribers
                           -2.8%                                                                                                       YOY³, driven by strong
       2,289                                                                                                10.4%                      original programming
                                                   2,226
                                                                               Others       23.7%
                                                                                                                    6.3%

                                                                                                                                       Set-up “d-force” joint
                                                                                                     MARKET             10.6%          venture with P7S1 to
                                                                                         7.1%        LEADER                            boost addressable TV
                                                                               ARD-III
                                                                                                                                       and online video
                          738                                         728
                                                                                                                                       advertising
                                                                               ARD         8.1%
                                                                                                                24.8%
                                                                                                    9.0%                               Strong position in
                                                                               ZDF                                              P7S1
                                                                                                                                       high-growth podcast
               2017                                         2018                                                                       and audio market
              Slight decrease due to lower TV ad                                            Maintained clear lead over P7S1
                 revenue in a major sports year

41             1 SVOD growth refers to end of June 2019 vs. end of June 2018
Groupe M6

STRONG OPERATIONAL PERFORMANCE, RECORD EBITDA
Key financials                                         Family of channels
In € million                                           Women < 50 responsible
     Revenue                                           for purchases, FY 2018                                    HIGHLIGHTS
     EBITDA                                      27%                                     21.4%
                                             MARGIN                                                              Received regulatory
                                                                                                                 approval, tech platform
                      -1.3%                                                                                      to be provided by M6
       1,503                      1,483                                              15.0%
                                                       Others
                                                                  33.8%
                                                                                             6.4%
                                                                                                                 Acquisition of Gulli
                                                                                                                 further complements
                                                                          STRONG #2                              strong family of
                                                 400                                                             channels
                      389
                                                       France 3    4.0%
                                                                                         32.4%
                                                                          8.4%
                                                       France 2                                     Groupe TF1   Successful launch of
                                                                                                                 RTL Originals podcasts,
               2017                       2018                                                                   generating >2 million
               High-margin platform revenue                          Audience shares impacted by                 downloads since start
                    drives profitability                                FIFA World Cup 2018

42
RTL Nederland

REVENUE BOOSTED BY VIDEOLAND AND POSITIVE TV AD MARKET
Key financials                                                                 Family of channels
In € million                                                                   Adults 25 – 54, Prime time,
     Revenue                                                                   FY 2018                                                     HIGHLIGHTS
     EBITDA                                                           18%                                           27.2%
                                                                   MARGIN
                                                                                                                                           No. 1 platform for
                                                                                                                                           Dutch video content,
                          +6.5%                                                                                                            strong subscriber growth
                                                                                                               15.3%                       (+58% YOY1)
                                                    508                        Others
        477                                                                                 27.2%

                                                                                                     CLEAR              11.9%              Create and own
                                                                                                                                           original IP, strengthen
                                                                                                    MARKET                                 market leader position
                                                                                                    LEADER
                           87                                          89                                           20.1%
                                                                                               25.5%
                                                                               Pubcaster                                        Talpa TV   Acquired
                                                                                                                                           complementary
               2017                                         2018                                                                           inventory to strengthen
      Solid results in spite of ongoing investments                                         Established #1 family of channels              sales house position

43             1 SVOD growth refers to end of June 2019 vs. end of June 2018
Fremantle

SUCCESSFUL STRATEGIC TRANSFORMATION…
     CORE ENTERTAINMENT                                               DRAMA                                         DIGITAL
                   Keep global entertainment                                                                     Develop digital business
                                                                   Grow drama business
                   formats on-air                                                                                with new clients and formats

Formats

     16th season         13th season    15th season   2nd season        1st season   2nd season   1st season        #1 FB video ever   > 1m DAUs

Partners

409 programmes on-air in 62 territories                       >35 series since launch                          29bn YouTube views
                        in 2018                                        in 2013                                       in 2018

44
Fremantle

DRIVES ORGANIC GROWTH
Key financials
In € million
                                                                                            9%
                                                                                           MARGIN
                                               148           1,592

          1,472   (41)                                +10%
                                13                                                          147
Revenue

                                           Organic growth                           140

                                                                           EBITDA
                   FX          Scope

          2017                                               2018                   2017    2018

                         12,738 hours of content aired in 2018 (+2% on 2017)
45
AGENDA
          RTL GROUP AT FULL-YEAR     FINANCIALS      OUR INDUSTRY                        RTL GROUP    OUTLOOK
         A GLANCE      HIGHLIGHTS   2018           IN THE DIGITAL                       SHARE        2019
                                                  MEDIA WORLD       & STRATEGY UPDATE
RTL Group

PRIORITIES GOING FORWARD

            FOCUS ON OPERATIONAL PERFORMANCE and strengthen families of channels across the Group

            GROW NATIONAL STREAMING CHAMPIONS with focus on technology and exclusive content

            ACCELERATE CONTENT CREATION / PRODUCTION across Fremantle and TV broadcasters

            DEEPLY INTEGRATE AD-TECH and create Europe’s leading ad-tech development unit

            PURSUE INTERNAL AND EXTERNAL COLLABORATION / ALLIANCES

                                                                                                    TOTAL VIDEO
            INVEST IN DATA AND TECHNOLOGY across the Group
                                                                                                      STRATEGY
47
Strategic priority – ALLIANCES

NEW ALLIANCES: SHAPING THE FUTURE OF THE EUROPEAN TOTAL VIDEO INDUSTRY

     External alliances                                           Internal alliances                     Examples / non-exhaustive

         Ad Alliance: Expanded portfolio with digital assets of       Bertelsmann Content Alliance: Cross-divisional offers
         Axel Springer’s Media Impact sales house                     across TV, audio and print well received by creatives
                                                                      and advertisers
                                                                      Audio Alliance: Develop and distribute audio products
         D-force with P7S1: Planned DSP joint venture to drive        across Bertelsmann, RTL Group, G+J, PRH and BMG
         growth in addressable TV and online video market
                                                                      Format Creation Group: Create and control non-scripted
                                                                      IP to fulfil demand for exclusive content
         European netID: Now has around 65 partner websites           VOD tech platform provided by Groupe M6:
         in Germany                                                   Serving streaming offers across RTL Group

              Form alliances to accelerate growth                           Leverage RTL Group’s unique position

48
Strategic priority – VOD

NATIONAL STREAMING CHAMPIONS SEE FAST GROWTH AND COLLABORATE ON TECH

Achievements

                  COMPETE                      COLLABORATE                             CREATE

        >1.2M PAYING SUBSCRIBERS         INTEGRATED TECH PLATFORM                 48 EXCLUSIVE TITLES
          for TV Now and Videoland      for RTL Group streaming offers in      across TV Now and Videoland
            H1/2019: +46% YOY                FR, NL, BE, HU, CR, LU                     in HY 2019
                                     Component sharing with German streaming
                                                 service TV Now
49
Strategic priority – CONTENT

CONTENT POWERHOUSE – FREMANTLE TO EXPAND GENRES & CO-PRODUCTIONS…
Key formats

Priorities

                                              DEVELOP IP WITH
                  EXPAND DRAMA                                           NEW CLIENTS
                                              BROADCASTERS

               75 scripted series in the      1st joint IP formats     First Facebook show
             pipeline with 20 in advanced   with RTL NL in progress   Confetti commissioned
                   production stages                                       in 5 markets
50
Strategic priority – CONTENT

…WITH FOCUS ON DEVELOPING INTELLECTUAL PROPERTY
Top-line drivers to 2021

Priorities

                                                        DEVELOP IP WITH
                   EXPAND DRAMA                                                            NEW CLIENTS
                                                        BROADCASTERS

             Expand development relationship   Expand joint IP development with RTL   Expand digital first content
                 with premium networks                     broadcasters                 creation/monetisation

51
Strategic priority – AD-TECH

CREATE EUROPE’S LEADING AD-TECH DEVELOPMENT UNIT

 Strategic review of RTL Group’s ad-tech businesses

       EU operations (except the UK) to be led by Mediengruppe RTL Deutschland, bundled under Smartclip brand

       Create open ad-tech platform customised for European broadcasters and streaming services

       Reviewing strategic partnership options for the SpotX Global business

52
AGENDA
          RTL GROUP AT FULL-YEAR     FINANCIALS      OUR INDUSTRY BUSINESS &    RTL GROUP    OUTLOOK
         A GLANCE      HIGHLIGHTS   2018           IN THE DIGITAL STRATEGY     SHARE        2019
                                                  MEDIA WORLD     UPDATE
RTL Group Share

A LEADER ACROSS BROADCAST, CONTENT AND DIGITAL IN THE MEDIA SEGMENT …
Share performance
1 January 2018 to 31 December 2018
                                                                                                                                                                            RTL Group
                                                                                                                                                                            P7
                                                                                                                                                                            SXMP
                                                                                                                                                                            MDAX

                                                                                                                                                                            -4.9%
                                                                                                                                                                             SXMP

                                                                                                                                                                            -17%
                                                                                                                                                                             MDAX
RTL Group share price development for January to
  December 2018 based on the Frankfurt Stock                                                                                                                               -30.4%
 Exchange (Xetra) against MDAX, Euro Stoxx 600                                                                                                                             RTL GROUP
           Media and ProSiebenSat1
                                                                                                                                                                           -46.4%
                                                                                                                                                                         PROSIEBENSAT1

29/12/2017   29/01/2018   28/02/2018   31/03/2018   30/04/2018   31/05/2018   30/06/2018   31/07/2018   31/08/2018   30/09/2018   31/10/2018   30/11/2018   31/12/2018

54
RTL Group Share

TOTAL SHAREHOLDER RETURN (TSR)

 Total shareholder return (TSR)                                                                                               2018                        2016                         2014
 Share price as of 1 January (in €)                                                                                           67.07                      77.05                        93.93
 Closing share price as of 31 December 2018 (in €)                                                                             46.70                           ‒                            ‒

 Cumulative dividends paid, including intervening years and extraordinary dividends (in €)                                      4.00                       12.00                        23.00

 Total shareholder return (in %)                                                                                               (24)                         (24)                        (26)

                                                                             [Closing share price at 31 December 2018] + [Cumulative dividends paid from 1 January 2014 until 31 December 2018]
                                                          TSR =
TSR has been                                                                                                          [Share price as of January 2014]

calculated as follows
(using 1 January 2014
as an example)                                                                           € 46.70 + € 23.00
                                                          TSR =                              € 93.93
                                                                                                                       -1 =   -25.8%

55
RTL Group Share

ANALYSTS’ VIEW
Recommendation by Analysts1
In %
                                                                                                                                     ANALYSTS COVERING RTL GROUP
                                                                                                                                     Latest update: 20 May 2019
                                                                                                                                                                                            Latest
Sell                                                                                                                 Buy             Bank                            Analyst                recommendation
                                                                                                                                     Deutsche Bank                   Laurie Davison         Hold
     11%                                                                                                    22%                      Barclays Capital                Julien Roch            Neutral
                                                                                                                                     UBS                             Richard Eary           Neutral
                                                                                                                                     Bank of America Merrill Lynch   Adrien de St.Hilaire   Underperform
                                                                                                                                     Société Générale                Christophe Cherblanc   Hold
                                                                                                                                     Bankhaus Lampe                  Christoph Bast         Hold
                                                                                                                                     Citi                            Catherine O'Neill      Neutral
                                                                                                                                     HSBC                            Chris Johnen           Hold
                                                                                                                                     Morgan Stanley                  Omar Sheikh            Underweight
                                                                                                                                     Exane BNP                       Annick Maas            Neutral
Hold
                                                                                                                                     JP Morgan                       Daniel Kerven          Neutral
                                                                                                                                     KBC                             Ruben Devos            Accumulate
     67%                                                                                                                             Kepler Cheuvreux                Conor O'Shea           Buy
                                                                                                                                     Nord LB                         Holger Fechner         Hold
                                                                                                                                     Warburg Research                Lucas Boventer         Hold
                                                                                                                                     ODDO BHF                        Jerome Bodin           Buy
                                                                                                                                     Pareto                          Mark Josefson          Buy
                                                                                                                                     Goldman Sachs                   Lisa Yang              Neutral

56         1 Based on analysts who have published notes known of by the Group since the announcement of the 2019 half-year results
RTL Group Share

EQUITY STORY: WHY INVEST IN RTL GROUP?

         MARKET-LEADING                     RESILIENT              EFFICIENT                         STRONG AND
           POSITIONS                     TOP-LINE GROWTH        COST STRUCTURES                   ROBUST CASH FLOWS
         Across the value chain of         A well diversified      And strict cost control            Enable attractive
       broadcast, content and digital,       revenue mix        providing financial flexibility      shareholder returns
           through re-definition
            of TV as Total Video

              EXCELLENT                                               ANCHOR
             INVESTMENT                    ATTRACTIVE              SHAREHOLDER                      RESPONSIBLE
               POSITION                  DIVIDEND POLICY           BERTELSMANN                    CORPORATE CITIZEN
          to invest sustainably in                                A leading global media,          Creating value for users,
       existing businesses and new                                services and education           partners, shareholders,
         growth drivers, ensuring                                        company                     employees and the
           attractive shareholder                                                                      greater society
                remuneration

57
AGENDA
          RTL GROUP AT FULL-YEAR     FINANCIALS      OUR INDUSTRY BUSINESS &    RTL GROUP    OUTLOOK
         A GLANCE      HIGHLIGHTS   2018           IN THE DIGITAL STRATEGY     SHARE        2019
                                                  MEDIA WORLD     UPDATE
RTL Group

OUTLOOK FOR 2019
                                                                                                                           2019 Guidance
                                                                                                                           Revenue outlook                      +
                                  REVENUE expected to                                                                      In € million and %
                                  grow moderately, driven by digital
                                  businesses and Fremantle                                                                   +2.5%                                                             +5.0%
                                                                                                                                                    €6,668m                                                           €6,830m

                                 EBITA pre-restructuring costs                                                             EBITA outlook
                                                                                                                           In € million and %
                                                                                                                                                                 –
                                 expected to decrease moderately,
                                 reflecting investments in TV                                                                 -2.5%                                                             -5.0%
                                 programming and VOD                                                                                                €1,142m                                                           €1,112m

                                  NEW DIVIDEND POLICY: at                                                  least 80% pay-out ratio of adjusted net result¹
RTL Group is reverting back to guidance on EBITA in its outlook statement. The Group believes this will provide a better operational KPI than continuing to use EBITDA. The Group notes that the analyst community continues to use
EBITA–some on an exclusive basis–as the main KPI for the Group’s profitability. Reverting back to EBITA will therefore align the Group’s guidance to the expectations of the investment community. In addition, the Group’s EBITDA will be
affected by the new IFRS 16 (Leases) standard from 2019 onwards. Both EBITDA and EBITA will continue to be reported on for the Group’s business segments. As outlook guidance will revert back to EBITA, RTL Group will also comment
primarily on EBITA as the KPI for operating profit in 2019.

59        1 – reported net result adjusted for any material non-cash impacts such as goodwill impairments etc
RTL Group

OUTLOOK FOR 2019

              LEVERAGE TARGET                 CASH CONVERSION

                     UNCHANGED                       UNCHANGED
            Levels of 0.5 and 1.0 times net   Not below 85 to 90 per cent
               debt to full-year EBITDA

60
Outlook

FINANCIAL CALENDAR 2019/2020
                         MARCH
13 March 2020            1   2    3   4   5   6   7   8   9   10   11   12   13
                                                                             13    14   15   16   17   18   19   20   21   22   23   24   25   26   27   28   29   30
at 8:00 am CET
                         APRIL
Full-year results 2019
                         1   2    3   4   5   6   7   8   9   10   11   12   13    14   15   16   17   18   19   20   21   22
                                                                                                                           22   23   24   25   26   27   28   29   30   31

                         MAY
22 April 2020            1   2    3   4   5   6   7   8   9   10   11   12   13    14
                                                                                   14   15   16   17   18   19   20   21   22   23   24   25   26   27   28   29   30
at 15:00 am CEST
Annual General Meeting   JUNE

                         1   2    3   4   5   6   7   8   9   10   11   12   13    14   15   16   17   18   19   20   21   22   23   24   25   26   27   28   29   30   31

14 May 2020              JULY
at 8:00 am CEST          1   2    3   4   5   6   7   8   9   10   11   12   13    14   15   16   17   18   19   20   21   22   23   24   25   26   27   28   29   30   31

Quarterly Statement:
                         AUGUST
January to March 2020
                         1   2    3   4   5   6   7   8   9   10   11   12   13
                                                                              13   14   15   16   17   18   19   20   21   22   23   24   25   26   27   28   29   30

                         SEPTEMBER
13 August 2020
                         1   2    3   4   5   6   7   8   9   10   11   12   13    14   15   16   17   18   19   20   21   22   23   24   25   26   27   28   29   30   31
at 8:00 pm CEST
Interim results:         OCTOBER
January to June 2020     1   2    3   4   5   6   7   8   9   10   11   12   13    14   15   16   17   18   19   20   21   22   23   24   25   26   27   28   29   30

61
Outlook

CONTACT

                                          Senior Vice President
          ANDREW BUCKHURST                Investor Relations

                +352 2486 5074

          andrew.buckhurst@rtlgroup.com

62
INVESTOR RELATIONS
   PRESENTATION
LAST UPDATED 27 NOVEMBER 2019
DISCLAIMER
This presentation is not an offer or solicitation of an offer to buy or sell securities. It is furnished to you solely for your information and use at this meeting. It contains summary information only and does not
purport to be comprehensive or complete, and it is not intended to be (and should not be used as) the sole basis of any analysis or other evaluation.

No representation or warranty (express or implied) is made as to, and no reliance should be placed on, any information, including projections, estimates, targets and opinions, contained herein, and no
liability whatsoever is accepted as to any errors, omissions or misstatements contained herein. By accepting this presentation you acknowledge that you will be solely responsible for your own assessment
of the market and the market position of RTL Group S.A. (the “Company”) and that you will conduct your own analysis and be solely responsible for forming your own view of the potential future
performance of the Company’s business.

This presentation contains certain forward-looking statements relating to the business, financial performance and results of the Company and/or the industry in which the Company operates. Forward-
looking statements concern future circumstances and results and other statements that are not historical facts, sometimes identified by the words “believes,” “expects,” “predicts,” “intends,” “projects,”
“plans,” “estimates,” “aims,” “foresees,” “anticipates,” “targets,” “will,” “would,” “could” and similar expressions. The forward-looking statements contained in this presentation, including assumptions,
opinions and views of the Company or cited from third-party sources, are solely opinions and forecasts which are uncertain and subject to risks and uncertainty because they relate to events and depend
upon future circumstances that may or may not occur, many of which are beyond the Company’s control. Such forward-looking statements involve known and unknown risks, uncertainties and other
factors, which may cause the actual results, performance or achievements of the Company or any of its subsidiaries (together with the Company, the “Group”) or industry results to be materially different
from any future results, performance or achievements expressed or implied by such forward-looking statements. Actual events may differ significantly from any anticipated development due to a number of
factors, including without limitation, changes in general economic conditions, in particular economic conditions in core markets of the members of the Group, changes in the markets in which the Group
operates, changes affecting interest rate levels, changes affecting currency exchange rates, changes in competition levels, changes in laws and regulations, the potential impact of legal proceedings and
actions, the Group’s ability to achieve operational synergies from past or future acquisitions and the materialization of risks relating to past divestments. The Company does not guarantee that the
assumptions underlying the forward-looking statements in this presentation are free from errors and it does not accept any responsibility for the future accuracy of the opinions expressed in this
presentation. The Company does not assume any obligation to update any information or statements in this presentation to reflect subsequent events. The forward-looking statements in this presentation
are made only as of the date hereof. Neither the delivery of this presentation nor any further discussions of the Company with any of the recipients thereof shall, under any circumstances, create any
implication that there has been no change in the affairs of the Company since such date.

This presentation is for information purposes only, and does not constitute a prospectus or an offer to sell, exchange or transfer any securities or a solicitation of an offer to purchase, exchange or transfer
any securities in or into the United States or in any other jurisdiction. Securities may not be offered, sold or transferred in the United States absent registration or pursuant to an available exemption from the
registration requirements of the U.S. Securities Act of 1933, as amended.

64
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