Private and Confidential CAT - II Alternate Investment Fund SEBI Approval Awaited - Elara Wealth

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Private and Confidential CAT - II Alternate Investment Fund SEBI Approval Awaited - Elara Wealth
Private and Confidential
CAT - II Alternate Investment Fund
SEBI Approval Awaited
Private and Confidential CAT - II Alternate Investment Fund SEBI Approval Awaited - Elara Wealth
DISCLAIMER
This confidential presentation (this “Presentation”) is being furnished upon request and on a confidential basis to a limited number of sophisticated investors on a “one-on-one” basis for the
purpose of providing certain information about The StoryTellers Fund (“the Fund”) a proposed scheme alternative investment fund (called Elara Alternative Investment Fund) which has
applied for registration with the Securities and Exchange Board of India (“SEBI”) as a Category II AIF under the SEBI (AIF) Regulations, 2012 (“AIF Regulations”). This Presentation is
intended only for the benefit of potential investors to whom the presentation is made or delivered for the purpose of considering a possible investment. This presentation is for informational
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purchase any units of the Fund. Any such offer or solicitation shall only be made pursuant to final confidential private placement memorandum (as amended or supplemented from time to
time, the “Memorandum”/”PPM”), of the proposed Fund which will contain numerous disclosures concerning the risks of investing in such Fund. Elara Story Tellers Advisory Private Limited
is proposed to be appointed as the investment manager (the “Investment Manager”) of the Fund. Any reproduction hereof in whole or in part, or the disclosure of its content or the
distribution of the presentation, without the prior written consent of the Investment Manager is prohibited. The Contents of this Presentation are provisional and may be subjected to change
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documents of the Fund. Certain information contained herein (including targets, forward-looking statements, economic and market information) has been obtained from published sources
and/or prepared by third parties and in certain cases has not been updated through the date hereof. While reasonable care has been taken to ensure that the information included herein is
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By accepting this Presentation, the recipient agrees that it will, and will cause its representatives and advisors to, use the information only to evaluate its potential interest in the Fund and for
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The images of posters/actors/movies used in the presentation belong to their respective owners/individuals/producers and have been used solely for representational purposes only and the
Storytellers Fund or Elara Alternate Investment Fund has no copyright on the same.

                                                                                                                                                                     © TheStoryTellersFund 2019
Private and Confidential CAT - II Alternate Investment Fund SEBI Approval Awaited - Elara Wealth
Private and Confidential CAT - II Alternate Investment Fund SEBI Approval Awaited - Elara Wealth
India’s
                                                                  First
                                                                  Regional Film
                                                                  Fund
                                                                                                               2

*SEBI   registered CAT-II Alternate Investment Fund – Approval awaited
                                                                                  © TheStoryTellersFund 2019
Private and Confidential CAT - II Alternate Investment Fund SEBI Approval Awaited - Elara Wealth
Executive Summary
The Indian Film industry produces over 1700 films in 20 languages annually and is the largest film producing
country in the world. However, the gross box office revenues of $2.5bn is a fraction of the $11bn earned by
US films with just half the number of film productions, indicating a significant potential for growth for the
Indian film industry. The key growth drivers for Indian film industry are a growing middle class and increasing
per capita income, increase in screens and average ticket prices, growth of regional cinema and growing
revenue realisation from digitisation, international and ancillary streams. With various initiatives being
outlined for the Film Industry under the Modi government’s ‘Make In India’ program, and industry status
being granted to it, there is very high potential for growth given the enabling environment being created. Of
the 4 segments of the Indian film industry- Bollywood, Regional Tier-1, Regional Tier- II and Hollywood
movies, the Regional tier-II film industry is growing at over 40% rate driven by films with good content,
growing distribution, an increasing revenues due to a growing demand from satellite and digital platforms and
supported by government subsidies. There exists a proven and distinct opportunity to invest in the Regional
Tier-II movie business and earn a significant return. Early stage investors have seen very good returns on their
investments.
                                                                                                                                                3

                                                                                                                   © TheStoryTellersFund 2019
Private and Confidential CAT - II Alternate Investment Fund SEBI Approval Awaited - Elara Wealth
The Story Episodes

1. Indian Movie Industry.
2. The Regional Opportunity.
3. Fund Structure.
4. The Investment Strategy & team.

                                                                  4

                                     © TheStoryTellersFund 2019
Private and Confidential CAT - II Alternate Investment Fund SEBI Approval Awaited - Elara Wealth
World's largest film industry,    Over 1700 films released and
                                                                      projected to grow at 10.5%       3.5 Billion Tickets Sold in 2018
                                                                      CAGR to INR 236 Billion in        and the highest ever collection

   A Market of Immense Potential                                                  2021                  of INR 175 Billion at the box
                                                                                                                      office

                                                                      A demographic with over 65%          Indian Film Industry
                                                                       of the population under 35      Grew at 12.2% in 2018 with
                                                                        years of age with growing          17 films crossing the
                                                                            disposable income               INR 1 Billion Mark

                                              India’s largest films
                                              reached only 4% of
                                              the population.

Dangal made INR 21 Bn     Bahubali 2 made                              Risk minimization attributed       Overseas collection had a
                                                                                                           record 2018 at INR 30
(including INR 14 Bn      INR 18 Bn through
                                                                       to multiple revenue streams
                                                                             including digital            Billion from 125 movies
                                                                                                                                                     5
overseas) by selling 34   55 Mn domestic
Mn domestic tickets       tickets
                                                                                                                        © TheStoryTellersFund 2019
Private and Confidential CAT - II Alternate Investment Fund SEBI Approval Awaited - Elara Wealth
A High growth potential in screens per capita                                    A High growth potential in Average Ticket
                                                                                                                                                                                                                         Price

                                                                           Screen penetration per million population
                                                                                                                       140                                                                                      12
                                                                                                                       120                                                                                      10
                                                                                                                       100
                                                                                                                                                                                                                  8
                                                                                                                        80
                                                                                                                                                                                                                  6

                                                                                                                                                                                          Ticket price in USD
                                                                                                                        60
                                                                                                                        40                                                                                        4
                                                                                                                        20                                                                                        2
                                                                                                                         0                                                                                        0
                                                                                                                                                                                                                          India   China         US        UK

                                                                                                                                    ce

                                                                                                                                Ja y
                                                                                                                               Fr S

                                                                                                                             Ge UK
                                                                                                                                      n

                                                                                                                                      n

                                                                                                                                      a
                                                                                                                                      a
                                                                                                                                   in
                                                                                                                                    U

                                                                                                                                   di
                                                                                                                                  an
                                                                                                                                  pa
                                                                                                                                   ai
    A Market of Immense

                                                                                                                                 an

                                                                                                                                 In
                                                                                                                                Ch
                                                                                                                                Sp

                                                                                                                               rm
    Potential                                                                                                                                              Films are getting bigger, as multiplexes grow

                                                                                                                                                                                3
                                                                                                                                                                                                                12000

                                                                                                                                                                                                                10000

                                                                                                                                                                                                                 8000

                                                                                                                                                                                        Number of Screens
                                                         Number of Films

                                                                                                                                                                                                                 6000
                                                                                                                                                                               10
                                                                                                                                                                                                                 4000

                                                                                                                                                                                                                                                                        6
                                                                                                                                                                                                                 2000

                                                                                                                                                                                                                      0

                                                                                                                                                                              2018                                        2009 2011 2013 2015 2017              2020p
                                                                                                                             In 2018, 4 regional films crossed the INR 1 Billion mark
                                                                                                                                                                                                                                  Single      Multiplex

•   Single Screens in India now show up to 4 different movies a day to cater to audiences tastes                                                                                                                                           © TheStoryTellersFund 2019
Private and Confidential CAT - II Alternate Investment Fund SEBI Approval Awaited - Elara Wealth
Indian Stories Growing Internationally
                           Screen Growth 2016-2018
    60000                                                                 •   In 2018, Indian films recorded their highest box office collection of INR 30 bn.
    50000                                                                      •    Dangal collected INR 1000cr in China.
    40000                                                                      •    Andhadhun grossed INR 350cr internationally, but only INR 80cr in India
    30000
    20000                                                                 •   Indian Films have begun to expand beyond the traditional markets of US, UAE,
    10000                                                                     UK & Australia.
       0                                                                       •    Ki & Ka was released in Ivory Coast, Zimbabwe and Gibraltar.
                   2016                  2017                2018
                                                                               •    Bajrangi Bhaijaan in Morocco, Tunisia and Poland. Mary Kom in Kazakhstan, Azerbaijan,
                              India   China     USA                                 and Kyrgyzstan.

  Indian films in China                                      (USD Mn)

  Box office India, 2018
             Film                India           China        Worldwide
  Dangal                           84             193            310
  Secret Superstar                 10             117            130
  PK                               54              17            125
  Bajrangi Bhaijan                 48              13            116
  3 Idiots                         59               3             80
  Bahubali                        231              10            270                                                                                                        7
  Hindi Medium                     12              31             47
            Total                 486             353           1078

China has grown from 7000 screens in 2010 to 55000 in 2018
                                                                                                                                          © TheStoryTellersFund 2019
Private and Confidential CAT - II Alternate Investment Fund SEBI Approval Awaited - Elara Wealth
Industry projected to grow at 10.8% CAGR by 2021;
                         Backed by multiple growing revenue streams
                                                                       Digital Platforms

                                                       (INR Billion)

Stream                2017                 2018       2019E    2021E
Domestic Theatricals   96                   102        110      130
Overseas Theatricals   25                   30          35      45
Broadcast Rights       19                   21          23      26
Digital/OTT Rights      9                   14          17      24
In-cinema Advertising 6                      8          9       11
Home Video             0.3                  0.2        0.2      0.1
                       155                  174        194      236

                                                                       Branded Content
                                                                                                                        8

Source: EY FICCI Media & Entertainment report, 2019                                        © TheStoryTellersFund 2019
All White Now!

                                                   • The conversion of India’s cash economy to
                                                     cashless economy has a very positive impact
                                                     on transparency in the film business.

                                                   • Production expenses done through cheque
                                                     payments and online cash transfers now
                                                     increasing accountability of each rupee spent.

                                                   • With near complete digitization of the cinema
                                                     exhibition business, distribution yields are only
                                                     set to become better.
                                                                                                             9

INDIAN PRIME MINISTER NARENDRA MODI                                             © TheStoryTellersFund 2019
Indian Film Industry: Lots of headroom for Growth

Worlds largest movie industry – annual admissions
over 3 Billion yet #3 in revenues after US and China

Under Screened:
India – 6 per Million ; China – 23 per Million ;US – 125 per Million
High Volume:
India – >1500 Films per Annum; US – 700 Films ; China – 90 Films
Low Ticket Pricing - ($2-$3 Compared To $12 In US)

Multiple revenue streams emerging with
significant growth in international and digital
revenues and growing domestic screen count
                                                                                                    11

                                                                       © TheStoryTellersFund 2019
However, Bollywood = Indian Film Industry
                                                       Number of movies   Share   Number of movies   Share
                                  Language
                                                              2017        2017        2018           2018
                                   Hindi                       265         14%         238            13%
                                 Kannada                       210         11%         243            14%
                                  Telugu                       325         17%         237            13%
                                   Tamil                       310         16%         197            11%
                                Malayalam                      150          8%         156            9%
                                  Bengali                      100          5%         105            6%
                                 Marathi                       120          6%         118            7%
                                 Gujarati                       75          4%          81            5%
                                 Bhojpuri                       80          4%          80            5%
                                  Punjabi                       40          2%          50            3%
                                   Oriya                        30          2%          37            2%
                                  Others                        80          4%          78            4%
                                  English                      150          8%         155            9%
                                  Total                       1935        100%        1775           100%                                 12

Source: FICCI EY Media and Entertainment Report, March 2019                                                  © TheStoryTellersFund 2019
Regionals now have >40% screens a week in Mumbai
                                                Movie   Screen   Show
   Language       Movies      Screens   Shows
                                                share    share   share
Hindi                10         380     1142     24%      52%     62%
Marathi               7         145      415     17%      20%     23%
Gujarathi             2         80       80       5%      11%      4%
English               5         27       70      12%       4%      4%
Malayalam             2         12       35       5%       2%      2%
Telugu                3         25       25       7%       3%      1%
Tamil                 5         18       18      12%       2%      1%
Hindi-English D       2         16       16       5%       2%      1%
Punjabi               1         11       11       2%       2%      1%
Hindi - Reg D         2          4        9       5%       1%      0%
Bhojpuri              2          2        9       5%       0%      0%
Kannada               1          4        4       2%       1%      0%
                     42         724     1834    100%     100%    100%
 Source: BookMyShow data Wk 4, 2019
                                                                         Malayalam Film EZRA ad in Mumbai Mirror, Feb2017

                                                                                                                                  13

                                                                                                     © TheStoryTellersFund 2019
2018: When Small was Big

   The top 25 small budget
   Bollywood films delivered
   a +16% return basis
   producer share at the Box
   Office,
   while the Top 25 Big
   budget films delivered a
   negative 28% return at
   the Box Office                                                                                                                                                                            14

All figures in INR cr; Net Box Office estimates include only 45% producer share. Excludes Telugu & Tamil Source: Box Office India, FilmInformation, Wikipedia
Psoters from left to right – Raazi, Badhaai Ho, Stree, ZERO, 2.0, Thugs Of Hidostan

                                                                                                                                                                © TheStoryTellersFund 2019
…..While Regional Film returns were 107%

     Naal (Marathi)                                      Qismat (Punjabi)                                        Sudaani from Nigeria                           Shu Thayyu? (Gujarati)
     Budget: INR 2.5 cr                                  Budget: INR 4.0 cr                                      (Malayalam)                                    Budget: INR 2.5 cr
     Box Office: INR 31 cr                               Box Office: INR 30 cr                                   Budget: INR 2.0 cr                             Box Office: INR 21 cr
                                                                                                                 Box Office: INR 26 cr                                                               15
•Box Office returns from top 25 films in regional languages: 2017: 58%; 2016: 115%; 2015: 156%
•Satellite rights, digital rights, adaptation rights, dubbing rights and subsidy add to profitability
All figures in INR cr; Net Box Office estimates include only 45% producer share. Excludes Telugu & Tamil Source: Box Office India, FilmInformation, Wikipedia
Psoters from left to right – Naal (Marathi), Qismat (Punjabi), Sudaani from Nigeria (Malayalam) and Shu Thayyu (Gujarati)
                                                                                                                                                                        © TheStoryTellersFund 2019
Hollywood Rides on Regional

       Bollywood BO         Hollywood BO
              Change YOY          Change YOY

2009   1210    (NA)         194    (NA)
2010   1537    (27%)        294    (52%)
2011   1769    (15%)        332    (13%)
2012   2392    (35%)        455    (37%)
2013   2818    (18%)        364    (-20%)
2014   2738    (-3%)        448    (23%)
2015   2775    (1%)         626    (40%)                Hollywood collects more than Bollywood per film
2016   2791    (1%)         770    (23%)
2017   3032    (8%)         825    (7%)                                       Bollywood BO*          Hollywood BO*
                                                                 2009                13.30               3.23
                                                                 2010                10.24               3.97
                                                                 2011                13.82               4.96
                                                                 2012                16.05               8.27
                                                                 2013                16.20               6.87
                                                                 2014                14.04               8.01
                                                                 2015                13.25               10.43
                                                                 2016                12.35               11.01
                                                                 2017                12.34               14.47
                                                                                                                                       16

                                               *NDBOC – Net Domestic Box Office Collections INR Cr

           Hollywood gets better yields with dubbed multiple Indian language releases                     © TheStoryTellersFund 2019
Understanding the Regional
                             Market

                                                                                                                       17

Poster of Malayalam Film Jalakittu from director Lijo Jose Pellissery releasing in 2019   © TheStoryTellersFund 2019
”Indian films are like our food or our sense
    of dress or our languages: there's a great
    variety, and it changes every 100 miles,
    but there is something in common, an
    Indian essence, that binds them all
    together.”

                                                              18

Source: Brainy Quote             © TheStoryTellersFund 2019
Hindi Speakers
                                                                  422 mn
                                                                450
                                                                400

The Regional
                                                                350
                                                                300
                                                                250                       Mother tongue not

Language Speakers                    Speak English
                                        150mn
                                                                200
                                                                150
                                                                100
                                                                                           Hindi(>30mn each)
                                                                                            Bengali, Gujarati,
                                                                                          Marathi, Punjabi and
                                                                 50                       Bhojpuri     267 mn
                                                                  0
68% of India’s population speaks a
language other than Hindi as a
mother tongue
                                       Don’t speak Hindi -                      Mother tongue not
                                     Telugu, Tamil, Kannada,                    Hindi(10mn)                          Awadhi & 300 other
                                             252 mn                                  languages                         19
                                                                                       240 mn

Source: Census of India, 2001
                                                                                          © TheStoryTellersFund 2019
Regions are growing
                                                                                                GDP & Growth rates of Indian States, 2018
    faster than India is                                                  12.0%
                                                                                                          11.10%      11.30%                                                                11.20%
                                                                                                                                                                                                              400
                                                                                                                                                                                                              350
                                                                          10.0%

                                                          Growth Rate %
                                                                                                                                                                           9.30%                              300
                                                                          8.0%                                                                                                                        9.10%
                                                                                                                                                                                                              250

                                                                                                                                                                                                                    USD Bn
                                                                                            7.30%                     India 6.7%
   The 9 states in the regional language                                  6.0%                                                                 6.20%                                                          200
                                                                                                                                                             5.00%
   consideration set have a 64% share of                                  4.0%
                                                                                                                                   4.60%                                                                      150

   India’s GDP and are growing at 9.68 %                                  2.0%
                                                                                                                                                                                                              100
                                                                                                                                                                                                              50
   vs India’s growth rate of 6.70 %*,
                                                                          0.0%                                                                                                                                0
   leading to potentially greater purchasing                                          tra          ra
                                                                                                      t          ar            d           b            la           ak
                                                                                                                                                                       a
                                                                                                                                                                                   es
                                                                                                                                                                                        h                al
                                                                                    sh          ja            Bih            an        nja           ra           at             ad                   ng
                                                                                                                           kh                     Ke                                                e
   power and higher discretionary spends                                      ah
                                                                                ar
                                                                                   a          Gu
                                                                                                                      Jh
                                                                                                                        a r          Pu
                                                                                                                                                             Ka
                                                                                                                                                               r n
                                                                                                                                                                         r   aP
                                                                                                                                                                               r
                                                                                                                                                                                             es
                                                                                                                                                                                                  tB
                                                                             M                                                                                         dh                   W
   on entertainment.                                                                                                                                                 An

                                                                                            GDP USD Billion                   India's GDP Growth Rate                        GDP Growth Rate

                                                                                                                                                                                                                             20

Source: Budget Economic Survey 2018, Government of India; *CRISIL Report Indian Economy States of Growth 2.0, Jan 2019
                                                                                                                                                                                              © TheStoryTellersFund 2019
Regional TV growing at 66%; a big movie market
                            250
                            200
        Viewership (‘000)

                            150
                            100
                            50
                             0
                                  Week 41- Week 26- Week 41- Week 26- Week 41- Week 26- Week 41- Week 26-
                                  44 2015 29 2019 44 2015 29 2019 44 2015 29 2019 44 2015 29 2019
                                       Movies                 Music                        News                     GEC
                                                Marathi   Gujarati        Bengali      Punjabi       Bhojpuri

 Marathi, Punjabi & Bengali languages have seen the               Channel           #channels     #channels     #channels    Viewership
                                                                  Language            2015          2019         growth     Growth 15-19
 maximum increase in new channels
                                                          Marathi                      15            21           40%           93%
                                                          Gujarati                     7             11           57%           56%
 Bhojpuri Cinema channel GRPs are growing faster than the
                                                          Bengali                      17            33           94%           40%
 GECs/news
                                                          Punjabi                      3             18           500%         134%
                                                          Bhojpuri                     10            11           10%           7%
 In 2019, Sun has launched a Bengali Channel and Zee a
 Malayalam channel
                                                                  Total                52            94           81%           66%                                               21
                                                                                                                                           Telugu movie Yevadu dubbed
                                                                                                                                               in Hindi on Sony TV

Source: BARC, 2015-2019 TV data, 4+ adults, All india for languages specified
                                                                                                                                                     © TheStoryTellersFund 2019
India’s Growing Digital Appetite is Regional
Regional markets are growing digitally, have a growing appetite and are hungry for content.

Google Maps, facebook & Twitter have regional feeds in 6-7 languages in India now

Indian Language users to grow to

     500Mn+
BY
        2021
Powered by a low cost data
                                                            60% of the Growth to
                                                            come from Non-Hindi

                                                                                                                           22
Revolution

                                                                                              © TheStoryTellersFund 2019
Defining The
                                                       Regional Opportunity

Bollywood        Regional Tier-I                           Regional Tier-II                   Hollywood & Dubbed                   23
            (South Indian Non-Hindi speaking states)        (Devanagari and Dialect states)

                                                                                                      © TheStoryTellersFund 2019
Regional Tier-II Set To Grow
                                                                     Bollywood

                                                                   Tamil
                                                                                                                                                           Bahubali
                                                                   Telugu                                                                               ( Telugu Film)
                                                                                                                                                           650Crores
                                                                                                 Pulimurugan
                                     Malayalam                                                ( Malayalam Film )
                                                                                                 125 Crores
                                                                                                                         KGF
                               Kannada                                                                             ( Kannada Film )
                                                                                                                      250 Crores
                          Punjabi

                Marathi                                                         Sairat
                                                                            ( Marathi Film )

        Gujarati                     High Growth Potential                       100 Crores
                                     Markets
        Bengali

 Bhojpuri                                                                                                                                                                24
                                        Gross Box Office Revenues of the Top 10 Movies in Respective Languages
       0-20 Crores           20-50 Crores          50-100 Crores                 100-250 Crores                    250-500 Crores     500-700+ Crores

                                                                                                                                           © TheStoryTellersFund 2019
2.0 BILLION           150 MILLION

      350             450-500*
                                    25
      3500+            1500

              *target 8 languages
7 Key Factors Driving Regional Cinema Viability

Regional GDP growth            Audience Hungry for       Growing demand from       High quality Talent availability at
fueling consumption               Local content             digital platforms             a reasonable cost

   Growing Television Rights       National Multiplex Chains Playing leading to   Significant Government
          Revenues                         better box office collections             & Other Subsidies

                                                                                                                             26

                                                                                                © TheStoryTellersFund 2019
Realities are Myths
The Realities of Hindi Films are Myths of Regional Films

                                                                                        27

                                                           © TheStoryTellersFund 2019
Myth

 1

       Stars Are Everything

                                                                                                                                          28
 #1 at the Marathi Box Office   #1 at the Punjabi Box Office   #1 at the Gujrat Box Office has a   The highly successful Malayalam film
 with first time star Cast      is an animation film           leading star cast most of whom      had 86 first time actors
                                                               had never acted before
                                                                                                          © TheStoryTellersFund 2019
Myth

  2

   Films Need High Operating Budgets

              The top 10
                                  The top Punjabi film was    The average budget to
       Marathi Movies generated
                                  made from INR 11 Crores     produce, distribute and
        a Revenue of INR 200
        Crores from budget of       and generated INR 70         market a Tier II       Timepass (Marathi)
                                   Crores at the Box Office   Regional Film is INR 4-
        INR 40 Crores in 2016
                                                                     5 Crores

                                                                                                                              29
                                                                                        Premam (Malayalam)

                                                                                                 © TheStoryTellersFund 2019
Myth

 3

    Size Matters

                                    The average Box Office performance for Top
 The Best Bollywood studios with                                                   Regional Films don’t yet have an
                                    12 Bollywood studios(totaling 470 films) is
 >65% lifetime Hits are the ones                                                    organized Studio system, and
                                     61% flop: 28% hit ratio compared to 51%
 that have produced less than 10                                                     focus on content rather than
                                   Hits; 26% Flops for 22 Bollywood studios that
               films                                                                            volume                    Duniyadari (Marathi) Produced by ‘Dreaming 24/7’
                                   produced only 165 films (at
Myth

 4
     Needs Massive Marketing

         Up to 40% of a Hindi Film budget is
       required for marketing since the movie’s    With digital marketing getting more
          success window is only in the first       effective, the regional movies are
        weekend, but regional movies needed       effectively able to use it to reach their
         20% or lesser budgets and grow on                 well defined markets
                     performance

                                                                                                                           31

                                                                                              © TheStoryTellersFund 2019
Myth

   5

       The More The Merrier

This Marathi film ”Sairath” released in only 250          This Punjabi Film was released in just   This blockbuster Gujrati Film crossed
screens and in multiplexes with 1 screen yet crossed      100 screens initially but it went on     the INR 50 Crore benchmark with a
Rs. 100 cr. Gross Box office turnover in 3 months as it   to make over INR 70 Crores at the        starting distribution of less than
                                                                                                                                                32
grew screens basis word of mouth.                         box office.                              100 screens, but ran in Mumbai for
                                                                                                   over 90 days.
                                                                                                                   © TheStoryTellersFund 2019
Myth

 6

       Only Mass Scale Masala Stories Work
 Regional Stories have very strong cultural context and social messaging.
 Well made regional films connect through a wide variety of original stories and raw new talent.

                                                                                                                                33

                                                                                                   © TheStoryTellersFund 2019
Regional Cinema:                 Over 58% of Indians
                                                                GDP growth in regions is
                                                                faster than India’s GDP

Diversified Risk and better   speak a regional language
                               as their mother tongue.
                                                               growth. Regional Media is
                                                              growing faster than national
                                                                         media.

Returns on Capital

                              Regional Films returns are       Growing appetite for
                               higher than Bollywood          good content, audience
                                        films.                 seeking good stories.

                                Multiple revenue streams      Cost structures of regional
                                  including government          movies fraction of Hindi
                                subsidies including digital   film costs with similar box                34
                                platforms helping regional
                                                                    office revenues.
                                          growth

                                                                            © TheStoryTellersFund 2019
Bollywood & Corporate Studios –
Early Investors in Regional
                                                                  Bollywood Actress - Priyanka Chopra    Madhuri Dixit is focusing on
                                                                  has produced 9 regional films in 5     Marathi Movies production
                                                                  languages since 2016

    John Abraham made his debut     Viacom18 Motion Pictures is       Zee Studios was amongst the       Akshay Kumar and Ajay Devgan      35
    as a Marathi Film producer in   now also producing regional       earliest to focus on regional     have produced Marathi movies
    2016                            movies.                           language movies.

                                                                                                             © TheStoryTellersFund 2019
•   Regional languages have strong cultures rooted     •   Organized funding has not been available for the     •   Growing regional discretionary income as regional GDP        • Talent migration to Hindi
    in great literature with many path breaking            regional movie business resulting in low quality         growth rates are faster than national GDP growth
    storytellers like Tagore, Sarathchandra, Gokhale       films and technically inferior story telling
                                                                                                                •   Increasing established appetite for local stories, context   • Windowing and slate planning
                                                                                                                    and relevance
•   Regional theatre is very vibrant with Gujarati,    •   Most producers have been interested in recovering                                                                       with Hindi film releases
    Marathi and Bengali leading the pack                   costs upfront with a result on compromise in         •   Growing multiplexes with better ATP realizations
                                                           distribution and marketing
•   The audience is thirsting for the contextual and
                                                                                                                                                                                 • Speed of conversion of single
                                                                                                                •   Incentives from state governments
    rich cultural stories                              •   Single screen theatres make up a large portion of                                                                       screens to digital
                                                           their revenues, though this is being replaced by     •   Low cost structures of production resulting in higher
•   Regional movies are making a comeback                  digitization of screens and growing multiplexes          returns on investments
                                                                                                                                                                                 • Piracy
    supported by good stories, government
    incentives, digitization and bigger distribution   •   Lack of distribution has made regional an
                                                           underexploit ancillary revenues like international

                                                                                                                                                                                                                   © TheStoryTellersFund 2019
•   Regional films are growing at 40% pa versus            and syndication, which regional TV has been able
    Hindi films at 10%-11% pa                              to do successfully

                                                                                                                                                                                                                           36

             STRENGTHS                                             WEAKNESSES                                             OPPORTUNITIES                                                      THREATS
Indian stories for the world
Movie                                     Budget      Domestic      Overseas        Total       Gross Return
                                          USD Mn      USD Mn        USD Mn         USD Mn            %
The Darjeeling Limited                     16           11            23             35             119
Slumdog Millionaire                        15           141          236            377            2413
LION                                       12           47            56            103             758
Best Exotic Marigold Hotel                 10           33            53             86             760
2nd Best Exotic Marigold Hotel             10           46            90            136            1260
The Lunchbox                               3.3           4            18             22             565
The Namesake                                3            2            20             23             667
Monsoon Wedding                            1.2          14            21             35            2775
 A growing market for Indian stories with an Indian and international cast that travel beyond borders
 and find a global audience for much higher returns.

                                                                                                                                            37

                                                                                                               © TheStoryTellersFund 2019
Regional Film Industry has all ingredients except
Organized Capital

 • Growing regional discretionary income as regional GDP growth rates are
   higher than national GDP growth correlates to higher M&E spend

 • Increasing appetite for local stories, context and relevance

 • Growing multiplex distribution with better realizations

 • Incentives from state governments

 • Low cost structures of production resulting in higher returns
                                                                                                                                 38
40% of regional language films that go onto floors for production don’t see the light of the day.
                                                                                                    © TheStoryTellersFund 2019
The
                                                                       Storytellers
                                                                       Fund
                                                                                                                   39

*SEBI registered CAT-II Alternate Investment Fund – approval awaited                  © TheStoryTellersFund 2019
Our Approach

                                                                                                       Identification of High Quality Content
                                                                                Production
                                                                                                          Involvement from Script Stage
Work with the best talent       All projects to be greenlit by                 Co-Production
in regional film industry on   investment committee, not to                                           Production Cost Control & on-site audit
  quality projects in pre-      exceed budget limits set per              Promotion & Advertising
   identified languages                    language                                                 Maximize Distribution, including in overseas
                                                                                Distribution            markets and on digital platforms

                                                                                                              High Impact Marketing

                                                                                                                                                    40

                                                                                                                       © TheStoryTellersFund 2019
OPPORTUNITY SUMMARY

       Investment Opportunity                                     Targeted Investors                               Expected Returns

§ India is the worlds fastest growing large            § Investors invested in the India tier-II growth
   economy and India’s media and entertainment            story                                             § Fund Tenure: 5 + 1 + 1 yrs
   sector is growing at 11.6% CAGR, faster than
                                                       § Investors seeking a diversified play in the fast   § Hurdle rate 8%
   India’s GDP growth rate.
                                                          growing Media and Entertainment industry in       § IRR targeted at 15%
§ Within the M&E space, regional cinema is                India
   growing at over 40% p.a                                                                                  § Catch up
                                                       § Financial investors seeking a alternate and
§ Opportunity to invest in India’s first regional                                                           § Carry 80:20 with super carry
                                                          potentially high growth product away from
   Film Fund, SEBI registered CAT-II AIF with an          regular index based funds
   initial corpus of INR 150 cr; greenshoe option of
                                                       § Bollywood Film financiers seeking to diversify
   INR 100cr
                                                          into the potential low ticket but high return
§ The Fund will invest directly or through a hold co      investments provided by films in other Indian
   in the creation, distribution and monetization of      languages
   regional language content

                                                                                                                                                                   41

                                                                                                                                      © TheStoryTellersFund 2019
FUND OVERVIEW

             Investment Objective                                           Fund’s Investment Strategy

                                                                                    Investing across the value chain …
• Investing in creation, distribution and monetization of Indian
  regional language content with a focus on films                       ü   Specialist unlisted firms or projects that are in regional
                                                                            Film production and distribution (upto USD 15 mn);
§ Regional   content includes content primarily from Indian
  languages with a spoken audience size of > 30 mn with Hindi not       ü   Regional content for the digital regional ecosystem
                                                                            players like Netflix, Amazon Prime etc (upto USD 3 mn);
  being their mother tongue, from states with high GDP, growing
  disposable income and need for entertainment content through
                                                                        ü   Firms doing International distribution of films (upto USD
  theatres, mobile and digital in India and international markets.          2 mn);

§ Generate higher returns by adopting production, co-production             Firms and projects for production & distribution of Indian
  or P&A models as necessary with a complete control on the             ü   films in English for international markets (upto USD
                                                                            10 mn);
  creative process
                                                                        ü    Exploitation of   IP rights of produced and acquired
§ Partial disbursement of profits annually and part reinvestment into        content
  new project cycle
                                                                        ü   The Fund will work in the 8 -9 pre-selected languages
§ Initial target language consideration set –
                                           Bengali, Punjabi,                using SPVs for each individual film product - The pre-
                                                                            identified regional languages include Marathi, Bengali,
  Malayalam, Marathi, Kannada, Gujarati, Tamil, Telugu and
  Bhojpuri.
                                                                            Punjabi, Malayalam, Kannada, Gujarati and Bhojpuri                     42

                                                                                                                      © TheStoryTellersFund 2019
INVESTMENT SUMMARY

     Investment Size & Schedule                      Summary of Fees

                                          Standard Fees with Super Carry
§ Minimum   Investment   Ticket   size:
 INR 1cr.                                      § Management Fees: 2.5% p.a
§ Drawdown schedule                            § Set Up costs: upto 2% one time on actuals
    § 25% in Q4 2019                           § Operating Fees: upto 1% p.a on actuals
    § 25% in Q2 2020                           § Carry: 80:20 in favor of the investor

    § 25% in Q4 2020                           § Super Carry: post 50% IRR delivery
                                                 20:80
    § 25% in Q2 2021

                                                                                                           43

                                                                              © TheStoryTellersFund 2019
FUND STRUCTURE
Class A units – investors
                                                                                       Foreign /Offshore
Class B units – sponsors/managers
                                                                                        investors
Class C units – employees/managers

                              Sponsor -1
                                                                      Domestic

                                                                                             Carry
                                                                      Investors
                                                                                                      Class
                       Elara Capital (Mauritius) Ltd                                                 A units

                                                                             Ca
                                                              Ca               rr
                                                                rry              y
                                                                                                                         Trustee

                                                Set up costs/ sponsor
                                                     contribution                          ELARA                Trusteeship
                     Elara Storytellers                                                 ALTERNATIVE             services
                     Advisory Pvt Ltd            Management                           INVESTMENT FUND
                                                 Fees/Carry
                    Sponsor -2 &
                     Investment Manager                                      THE STORYTELLERS FUND
                                                                                              Invest in debt
                                                                                              or equity or      Investment
                                                                                              both              returns

                                                                                  SPV 1 -            SPV 2 -
                                                                                                                                                       44
                                                              Regional            Gujarati           Bhojpuri
                                                              Movie
                                                              Projects
                                                                                  SPV3 -             SPV 4 –
                                                                                  Bengali            Punjabi
                                                                                                                          © TheStoryTellersFund 2019
The Advisory Board

Vijayendra Prasad, Writer Bahubali, Manikarnika, Bajrangi Bhaijan
Robin Bhatt, President Screenwriters Association of India, Filmfare award winner, writer of over 75 films
N. Chandra, Eminent award winning Bollywood director
Abhishek Jain, Director, award winning Gujarati films
Vijay Babu, Actor, Producer & Director, Malayalam Films
Sunil Boobna, Producer & Distributor, Bhojpuri Films
Sumeet Singh Manchanda, Producer & Distriibutor, Punjabi Films & Punjabi Music
Ravi Jhadav, Director, Marathi Films
Darshan Singh Grewal, Producer and distributor of blockbuster Punjabi movies & owner, Punjabi TV channels
Munish Sahni, Distributor, Punjabi Films
Kapil Agarwal, Joint MD, UFO Moviez

                                                                                                                    45

                                                                                       © TheStoryTellersFund 2019
Key Team Members

                                                     Naveen Chandra                                                                                               Nitin Keni
  A media industry professional with over 25 years of experience in Print, Radio, TV                     A film industry veteran with over 35 years of experience in Bollywood and
    and Digital mediums in India and international markets. Naveen has worked on                     regional film industry in India. Was the producer of India’s first INR 100cr film
marquee media brands like Radio Mirchi, Times Now, ET Now, Bollywood TV channel                          (Gadar) in the early multiplex era and many of the biggest blockbusters in
Zoom and Movies Now. Winner of the Porter Prize for Strategy from the Institute of                  regional cinema like Sairat and Natsamrat . As founder and CEO of Zee Studios
 Competitiveness for creating distinctive value in the International Business for Times              and Zee TV he produced some of the biggest blockbusters of Indian cinema in
   Network. His previous stints were as Head of Strategy & International Business at                 Hindi and regional languages. In his earlier stint, he has handled international
        Times Network and earlier as the National Sales Director at Radio Mirchi. A                     festival and theatrical distribution at National Film Development Corporation
computer engineer with first division with distinction, he was amongst the top 1% of                   (NFDC). An engineer from VJTI, Nitin did his management from IIM Calcutta,
          India’s most successful candidates in the AISSCE exam. He’s also a certified              besides completing many courses on Films at Film & Television Institute of India
           screenplay writer and a member of the Screenwriters Association of India.                                                                                            (FTII)

                                                                                                                     Hitesh Danak
                                       A finance industry professional with over 28 years of experience in fund management in India across
                                      institutional equities and portfolio management. His past experience includes firms like ICICI Securities,                                          46
                                       UTI Securities, DSP Merrill Lynch, Citiciorp Securities, Prabhudas Liladhar, Apple AMC and Elara Capital

                                                                                                                                                             © TheStoryTellersFund 2019
Non-Executive Directors

Raj Bhatt
§ Raj is a founder director of Elara Capital PLC. He has 30 years of senior management experience working in complex and multi-cultural organizations in seven
   different locations spread over three continents. His last position has been working as Chief Financial Officer for a group of companies with operations in the
   United Kingdom and South Africa. He has an outstanding track record in financial re-engineering, including restructuring, M&A and also in raising equity and
   debt in international markets. He is a member of the Institute of Chartered Accountants of India and the Institute of Company Secretaries of India. He is also a
   corporate finance representative registered with the FSA, UK.

Ajay Pandey
§ Ajay has more than 25 years of experience in financial services industry. Prior to joining Elara Capital PLC he worked with Merrill Lynch International and the
   Kotak Mahindra Group. He has been actively managing discretionary and non-discretionary private client portfolios in emerging markets. He has a postgraduate
   degree in Management from Faculty of Management Studies, Vadodara and is a registered securities and derivative representative with Financial Services
   Authority (FSA), UK.
                                                                                                                                                                             47

                                                                                                                                                © TheStoryTellersFund 2019
Best In Class Partners

                                              TAX Advisory – Deloitte
                               Legal Advisors – IC Universal Legal
                                                      Auditors – BIG 4
                                               Valuation Advisory – TRC
Fund Accountant & Custodian – Edelweiss Custodial Services Ltd
                                    Trustee – Beacon Trusteeship

                                                                                                       48

                                                                          © TheStoryTellersFund 2019
”Indian Film Industry – a $10 Billion
Business trapped in a $2 Billion Body”
                                - Forbes

                                                                        49

                                           © TheStoryTellersFund 2019
ACKNOWLEDGEMENTS
The data for the presentation has been drawn from various authorized sources, primary and secondary, some of which are acknowledged below:
EY FICCI Media and Entertainment Report 2018-2019
FICCI KPMG Media and Entertainment Report 2010-16
PWC Global Media and Entertainment Report 2012-17
BCG Google India Digital Report 2018
Deloitte Indywood report Sep 2016
EY – Film Industry in India- new horizons report
EY Indian Entertainment Down South
CII Big Picture summit report 2012
Bollywood reporter online
Indian Motion Pictures Association
Film Information and Total Cinema
Broadcast Audience Research Council (BARC)
Census of India, 2001
Government of India websites
CRISIL States of growth 2.0, Jan 2019
Investor presentations of various companies in media and entertainment space
                                                                                                                                                                          50
Times of India, Economic Times, Bombay Times & Mumbai Mirror
Good old Wikipedia

                                                                                                                                             © TheStoryTellersFund 2019
Elara Story Tellers Advisory Private Limited
Indiabulls Financial Centre, Tower 3, 21st Floor, Senapati Bapat Marg, Elphinstone Road West,
                                    Mumbai – 400013 India
                                      TeL: +91 22 6164 8500
                              Email: storytellers@elaracapital.com
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