AGENDA

  • RTL GROUP AT A GLANCE
  • CORPORATE RESPONSIBILITY
  • FULL-YEARHIGHLIGHTS
  • FINANCIALS 2019
  • OUR INDUSTRY IN THE DIGITAL MEDIA WORLD
  • BUSINESS & STRATEGY UPDATE
  • RTL GROUP SHARE
  • OUTLOOK

RTL GROUP AT A GLANCE

RTL Group at a glance

A LEADER ACROSS BROADCAST, CONTENT AND DIGITAL

Leading commercial broadcaster in Europe

29.8% #1

34.5% #1

28.1% #1

22.8% #2

27.5% #1

Leading global content business

  • Creating around12,800 hoursof programming broadcast
  • Distributed200+ territories

Leading European media company in digital video

  • Extensive portfolio ofnational streaming champions
  • Strong online sales houses withmulti-screen expertise

Streaming services

No. 1 on

YouTube

27.7% #2

25.8% #2

X%2019 audience share in target group

#Broadcaster position in country

Top 5 in

programmatic

advertising sales

4

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.

5

RTL Group at a glance

EUROPE'S LEADING FREE-TO-AIR BROADCASTER…

FY 2019 revenue

In € billion

6.7 4.1

3.81

2.9

2.3

1.52

0

1

2

3

4

5

6

7

8

Source: published full-year results

6

1

Converted at an exchange rate of £1.00 to €1.13825

2

Converted at an exchange rate of SEK 10.5909 to €1.00

RTL Group at a glance

…WITH WIDE REACH AND STRONG CONTENT PRODUCTION…

Operations in over 30 countries, creating 12,800 hoursof TV programming a year

Producingnumber one prime-time

showsfor major broadcasters in almost every major TV market in the world

Distributing more than 20,000 hoursof content in over 200 territories

Over400 titles on air

or in production at any one time

7

RTL Group at a glance

…AND ONE OF THE LEADERS IN DIGITAL VIDEO

Unmatched global reach

Europe's leading digital studio and home for

Unique direct sales team

and consistent growth

digital content creators

for branded content

#1 digital video network globally

#1 digital video network in Europe

#1 digital video network in

the Nordics

8

RTL Group at a glance

SHAREHOLDING STRUCTURE

Publicly traded

on the Frankfurt/Main and 17.95%Luxembourg Stock Exchanges

Silchester International

5.01%2

Investors LLP

Bertelsmann

Treasury shares

76.28%1

0.76%

9

1

As of 6 March 2020. Excluding 0.76% in total which is held as treasury stock by RTL Group and its subsidiaries

2

As of 16 April 2020, pursuant to a notification received by the company in accordance with the Transparency Law

RTL Group at a glance

CORPORATE GOVERNANCE (1/2)

BOARD OF

Martin Taylor1

Chairman of the

DIRECTORS

Board of Directors

Executive

Directors

Non-Executive

Directors

Thomas Rabe

James Singh1

Thomas Götz

CEO RTL Group

Vice-Chairman of the Board of Directors

Elmar Heggen

Guillaume de Posch

Bernd Hirsch

COO and Deputy CEO RTL Group

Immanuel Hermreck

Jean-Louis Schiltz1

Bernd Kundrun

Lauren Zalaznick1

Rolf Schmidt-Holtz

10

1 Independent Director

RESPONSIBILITIES

OF THE BOARD

  1. Approval of RTL Group's annual budget
  2. Oversight of significant acquisitions and disposals
  3. Management of the Group's financial statements
  4. Review, with expert help if requested, that any transaction between RTL Group or any of its subsidiaries on the one hand and any of the shareholders or any of their respective subsidiaries on the other hand is at arm's length terms

RTL Group at a glance

CORPORATE GOVERNANCE (2/2)

NOMINATION & COMPENSATION

AUDIT COMMITTEE

COMMITTEE

Martin Taylor

Chairman of the Nomination

James Singh

1

Chairman of the Audit Committee

and Compensation Committee

Vice-Chairman of the Board of Directors

1

Chairman of the Board of Directors

Immanuel Hermreck

Rolf Schmidt-Holtz

Thomas Götz

Thomas Götz

Bernd Hirsch

Jean-Louis Schiltz1

Martin Taylor1

Responsibilities

  • Consulting the CEO and giving prior consent on the appointment and removal of executive directors and senior management
  • Proposals on the appointment and removal ofnon-executive directors to the General Meeting of the shareholders
  • Establishing Group's compensation policy

1 Independent Director

11For more information on Corporate Governance and the Corporate Governance charter, please see www.rtlgroup.com

  • Oversight of the Group's financial reporting, risk management and internal control as well as standards of business conduct and compliance
  • Monitoring of financial reporting, statutory audit of the legal and 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

RTL Group at a glance

STRONG MANAGEMENT TEAM

RESPONSIBILITIES

OF THE EXECUTIVE

COMMITTEE

Thomas Rabe

Chief Executive Officer

  • CEO since 2019
  • Portfolio responsibility: Mediengruppe RTL Deutschland, Fremantle and SpotX
  • Corporate Centre responsibility: Internal Audit and European Affairs

Elmar Heggen

Chief Operating Officer & Deputy CEO

  • Deputy CEO since 2018
  • COO since 2019
  • Portfolio responsibility: Groupe M6, RTL Nederland, RTL Belgium, RTL Hungary,
    RTL Croatia, Divimove, BroadbandTV and the Luxembourgish operations
  • Representing RTL Group on the Board of Atresmedia, Spain
  • Corporate Centre responsibility: Business Development, Legal, Communications & Marketing and HR

Björn Bauer

Chief Financial Officer

  • CFO since 2019
  • Corporate Centre responsibility: Finance, Investor Relations,
    IT and Compliance
  1. The Executive Committee is vested with internal management authority
  2. Active dialogue with the Board of Directors about the status and development of the Group
  3. Proposal of annual budgets, to be approved by the Board of Directors

12

RTL Group at a glance

GROUP MANAGEMENT COMMITTEE

Thomas Rabe

Elmar Heggen

Björn Bauer

Chief Executive Officer,

Chief Operating Officer & Deputy CEO,

Chief Financial Officer,

RTL Group

RTL Group

RTL Group

EXECUTIVE COMMITTEE

Jennifer Mullin

Bernd Reichart

Nicolas de Tavernost

Chief Executive Officer,

Chief Executive Officer,

Chief Executive Officer,

Fremantle

Mediengruppe RTL Deutschland

Groupe M6

  • To drive the strategic agenda of
    RTL Group and to foster cooperation, a Group Management Committee (GMC) has been established
  • The GMC will shape the future of the company, bringing together massive experience and different perspectives

13

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 Zwei

Super RTL

RTL Radio

RTL Hungary

RTL Croatia

Atresmedia2

RTL Luxembourg

(France)

35.8%2

50.0%2

48.3%1

100%1

100%1

18.7%2

100%1

SpotX

BroadbandTV

Divimove

100%1

57.3%1

100%1

1

Fully consolidated

2

Investment accounted for using the equity method

14

3

Net of treasury shares and own shares held by Métropole Télévision SA under liquidity contract

The Group's ownership based on total number of shares after declaration of treasury shares held by the company as per 31 December 2019.

CORPORATE RESPONSIBILITY

Corporate Responsibility

OUR ROLE IN SOCIETY

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.

16

Corporate Responsibility

OUR MATERIAL TOPICS

Materiality assessment

Conducted regularly to identify the issues that are important to the business and to stakeholders and to determine the relative priority of these issues

Relevance: 0 = none, 6 = very high

Aligned with

MANDATORY ASPECTS

Diversity of people and content

Human rights (Editorial independence)

Employee matters Learning, fair working conditions, health

Anti-corruption and anti-bribery

Social matters Content responsibility, community investment

Environmental matters

17

Corporate Responsibility

OUR MEASURES IN CORPORATE RESPONSIBILITY

Diversity of people and content

  • Diversity targets
  • Enhanced maternity and adoption pay to reduce pay gap
  • Employee networks

Human rights

  • Newsroom Guidelines
  • Investigative journalism

Employee matters

Learning

  • Trainee programmes
  • Training for employees
  • Internal mobility programmes

Fair working conditions

  • European Works Council
  • Fair recognition, treatment and opportunities

Health

  • Fitness offers
  • Healthcheck-ups
  • Wellbeing campaigns

Social matters

Content responsibility

  • Partnerships, e.g. with Stiftung Lesen
  • Child-protectionstandards
  • Hostingchild-friendly programmes
  • Media literacy initiatives, e.g. RTL Factory hackathon

Community investment

  • € 17,458,831 estimated net value of free air
    time or donated media time given to charities in 2019
  • € 4,148,315 cash donations and budget allocated to corporate foundations or charity
    initiatives supported internally in 2019
  • € 24,806,880 funds raised for charity during flagship events in 2019

Anti-corruption and anti-bribery

•Anti-corruption training programme

•Anti-corruption policy

18

Environmental aspects

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

RTL Group at a glance

OUR AMBITIONS

OUR CONTENT

Our news organisations strive for truthful, fair and impartial reporting, while protecting individual rights and shielding minors from inappropriate content.

We ensure our output reflects the diversity of the various cultures we serve.

OUR DIVERSITY TARGET

By 2021, we aim to increase the percentage of female leadership in our management to at least one third.

2019: 22%

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.

OUR CO2TARGET

At the beginning of 2020, RTL Group decided to become carbon neutral by 2030.

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

19

FULL-YEAR HIGHLIGHTS

Highlights

PROGRESS ACROSS ALL THREE STRATEGIC PRIORITIES

1

2

Higher audience and TV advertising market shares in Germany and France

Strong growth of content (+12.6%) and streaming revenue (+46.7%)

3

New alliances and partnerships

21

Highlights

REVENUE AT ALL-TIME HIGH, PROFIT UP 10 PER CENT

organic1

Revenue: €6,651m+2.2%

+3.2%

Adjusted

€1,156m -1.3%Margin:17.4% -0.6pp

EBITA2:

Profit for

€864m

+10.1%

the year:

22Notes: 1. Adjusted for scope changes, the wind-down of StyleHaul and at constant exchange rates, 2. Adjusted for one-off effects related to RTL Group's Corporate Centre restructuring

FINANCIALS 2019

Financials 2019

REVENUE BRIDGE

RTL Group revenue bridge in 2019 In € million

6,505

2036,651

50(107)

FXScope

Net growth

2018

2019

24

Financials 2019

HIGHLY DIVERSIFIED REVENUE MIX

RTL GROUP 2019 REVENUE SPLIT

In %

TV advertising

44.2%

Content

21.6%

TV ADVERTISING

Other1

€6.7bn

52.8%70.9%

8.5%

4.1%

Radio5.5%advertising

Platform

Digital

16.1%

TV advertising Other revenue

25

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

Financials 2019

STRONG FINANCIAL KPIs

In € million

2019

2018

2017

2016

2015

Revenue

6,651

6,505

6,373

6,237

6,029

EBITDA

1, 405

1,380

1,464

1,411

1,360

EBITA

1,139

1,171

1,248

1,205

1,167

RVA1

407

442

488

462

455

Net debt

(384)

(470)

(545)

(576)

(671)

Net debt EBITDA ratio at end of year

0.27

0.34

0.37

0.41

0.49

26

1 RVA = RTL Group Value Added. For more information, see note 3 to the Consolidated Financial Statements in the RTL Group Annual Report 2019

Financials 2019

HIGH MARGINS, LOWER DEBT

Full year to

Full year to

Per cent

In € million

December 2019

December 2018

change

Revenue

6,651

6,505

+2.2

Underlying revenue

6,518

6,317

+3.2

Operating cost base

5,623

5,464

+2.9

Adjusted EBITA

1,156

1,171

(1.3)

Adjusted EBITA margin (%)

17.4

18.0

(0.6)pp

EBITA

1,139

1,171

(2.7)

Net debt

(384)

(470)

-

Net debt EBITDA ratio at end of year

0.27

0.34

-

27

Financials 2019

NET PROFIT UP STRONGLY

Full year to

Full year to

Per cent

In € million

December 2019

December 2018

change

Reported EBITA

1,139

1,171

(2.7)

Gain/(loss) from sale of subsidiaries, other investments and re-measurement to fair value

87

27

of pre-existing interest in acquiree and earn-out arrangements

Impairment of goodwill of subsidiaries, investments accounted for using the equity

method, amortisation and impairment of fair value adjustments on acquisitions of

(65)

(122)

subsidiaries

Net financial expense

(5)

(13)

Income tax expense

(292)

(278)

Profit for the year

864

785

+10.1

Profit for the year attributable to RTL GROUP SHAREHOLDERS

754

668

+12.9

28

Financials 2019

HIGH LEVEL OF CASH CONVERSION

Full year to

Full year to

In € million

December 2019

December 2018

Net cash flow from operating activities

1,085

873

Add: Income tax paid

334

354

Less: Acquisition of assets, net

(220)

(178)

Equals: Reported free cash flow (FCF)

1,199

1,049

Acquisition of subsidiaries, net of cash acquired

(235)

(18)

Acquisition and disposal of other investments and financial assets, proceeds from the

123

117

sale of investments accounted for using the equity method

Net interest paid

(23)

(12)

Transactions with non-controlling interests, treasury shares & deposit with shareholder

(69)

(25)

Income tax paid

(334)

(354)

Dividends paid

(538)

(686)

Cash generated

123

71

EBITA

1,139

1,171

CASH CONVERSION (FCF/EBITA)

105%

90%

29

Financials 2019

SIGNIFICANT VALUE ADDED

In € million

2019

2018

EBITA

1,139

1,171

Deduction of shares of results of investments accounted for using the equity method and already taxed

(26)

(21)

1,113

1,150

Net basis after deduction of uniform tax rate

746

771

Shares of results of investments accounted for using the equity method and already taxed

26

21

NOPAT

772

792

Adjusted average invested capital

4,564

4,363

Cost of capital

365

349

RVA1

407

442

30

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 2019

STATEMENT OF FINANCIAL POSITION (BALANCE SHEET)

In € million

31 December 2019

31 December 2018

Goodwill

3,093

2,919

Programme rights & other intangible assets

325

304

Property, plant & equipment

315

332

Other non-current assets (deferred tax assets excluded)

880

528

Net current assets (deferred tax assets excluded)

4,613

4,083

Current assets

4,012

3,908

Current liabilities

(3,457)

(3,483)

Net current assets

555

425

Loans, leases, accounts payable & contract liabilities - non-current

(1,398)

(1,030)

Provisions - non-current

(257)

(229)

Net deferred tax assets

312

304

Net Assets

3,825

3,553

31

OUR INDUSTRY IN THE DIGITAL MEDIA WORLD

Our industry in the digital media world

HOW THE INDUSTRY IS CHANGING WITH FRAGMENTATION

TV

CHANNELS

ONLINE

CHANNELS

33

Our industry in the digital media world

TOTAL VIDEO MARKET IS GROWING, DRIVEN BY DIGITAL VIDEO

Total video market size

Revenue, in € billion

+6.3%

7.9

2.2

5.9

0.6

0.8

0.4

0.5

0.1

+0.7%

4.3

4.4

2018 A

2023 E

GERMANY

Advertising revenues

Online short form

Catch-up TV

5.8

Linear and time shifted TV

+5.6%

Other revenues

SVOD

1.7

CAGR, in per cent

4.4

0.5

0.6

0.9

0.1

0.2

+4.0%

-1.0%

1.8

3.3

3.1

0.3

1.4

0.5

0.2

0.3

0.1

-0.9%

0.1

0.9

0.8

2018 A

2023 E

2018 A

2023 E

FRANCE

THE NETHERLANDS

34

Source: IHS Markit 2019, Internal estimates, differences in sum due to roundings

Our industry in the digital media world

RTL GROUP'S BUSINESS MODEL

BROADCAST

Content procurement

Aggregation

Distribution

Audience

and production

and monetisation

CONTENT

REACH

ADVERTISING

REVENUE

TV CHANNELS AND

VIDEO ON-DEMAND

PLATFORM

REVENUE

COMMERCIALS

TECHNICAL ACCESS

TO CONTENT

35

Our industry in the digital media world

THE CONTENT PRODUCTION VALUE CHAIN

Concept

Pre-

Production

Post-

creation

Production1

Production

•

IP creation

•

IP development

•

Shooting

•

Cut

•

Script

•

Funding

•

Screenplay

•

VFX

•

Character

•

Scheduling

•

Storyboard

•

Sound

design

•

Integration of

•

Music

•

Story

process

•

DRM

•

Attach key cast

•

Storyboard

International Distribution

  • Tape sales
  • Rights management
  • Commercial exploitation
  • Ancillary exploitation

36

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

NON-LINEAR

LINEAR

TV/SET

PC/MOBILE

TOP BOXES

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

PILOT PHASE

VISION: BUILD AN INDEPENDENT TOTAL VIDEO MONETISATION PLATFORM

FORECAST

BOOK

EXECUTE

OPTIMISE

37

BUSINESS UPDATE

Mediengruppe RTL Deutschland

HIGHER AUDIENCE AND NET TV ADVERTISING MARKET SHARES

Key financials¹

In € million

Revenue

EBITA

+0.1%

organic1

-1.8%

2,304

2,262

723

663

FY 2018

FY 2019

Family of channels

HIGHLIGHTS

14 to 59, FY 2019

28.1%3

RTL Television with

first increase in audience

share since 2011

10.7%

Others

23.7%

6.4%

Increase of paying

subscribers by +45% YoY4

MARKMARKET 11.0%

ARD-III7.4%LEALEADER

ARD

7.8%

Cross-media sales house

ZDF

8.0%

25.0%

P7S1

Ad Alliance fosters

outperformance of

net TV ad market

39Notes: 1. Including RTL Radio Deutschland and Smartclip, 2. Adjusted for scope changes, 3. Incl. RTL Zwei, Super RTL, incl. pay-TV, 4. End of December 2019 vs. end of December 2018

Groupe M6

HIGHER AUDIENCE AND NET TV ADVERTISING MARKET SHARES

Key financials¹

In € million

Revenue

EBITA

-0.2%

organic2

-1.8%

1,483

1,456

275

287

FY 2018

FY 2019

Family of channels

Family of channels

Women < 50 responsible

for purchases, FY 2019

22.8%

14.7%

Others

32.6%8.1%

STRONG #2

France 3

3.7%

32.3%

France 2

8.6%

Groupe TF1

HIGHLIGHTS

Acquisition of Gullifurther strengthens family of channels

Salto approvalby competition authorities for upcoming launch in June 2020

Development of a leading

streaming technology platform

Bedrock in 50/50 JV with RTL Group - open to external partners

40Notes: 1. Gulli consolidated as of September 2019, 2. Adjusted for scope changes

RTL Nederland

VIDEOLAND CONTINUES TO GROW RAPIDLY

Key financials

Family of channels

HIGHLIGHTS

In € million

Revenue

EBITA

-1.1%

organic1

Adults 25 to 54, Prime time,

FY 2019

29.8%

Strong performance of

entertainment formats(The Voice of Holland, The

-1.6%

Others

16.9%

504

496

18.8%

MARKMARKET

12.9%

LEALEADER

28.1%

71

54

Pubcaster

23.3%

Talpa TV

FY 2018

FY 2019

41Notes: 1. Adjusted for scope changes, 2. End of December 2019 vs. end of December 2018

Masked Singer)

Increase of paying

subscribers by +29% YoY2

Newadvertising sales

network - open

to partners

Fremantle

GROWTH FUELLED BY DRAMA PERFORMANCE

Key financials

HIGHLIGHTS

In € million

+ 12.6%

164

1,793

1,592

37

FX

Organic growth

Revenue

+10.3%

EBITA

Drama

Drama

FY 2018

FY 2019

19%

Drama % of total revenue

23%

Strong performance of

non-scripted formats

+ 11.8%

127

142

33

Growingdrama business:

revenue up 36.2% YoY

Increased client base

FY 2018

FY 2019

with global streaming

platforms

42

STRATEGY UPDATE

NEW STRATEGIC FRAMEWORK

1

2

3

CORE

GROWTH

ALLIANCES &

HIGHER REACH &

PARTNERSHIPS

MONETISATION

Creativity &

People

Communications &

Regulation

Entrepreneurship

Marketing

E N A B L E R

44

1STRATEGIC PRIORITIES - CORE

STRENGTHEN MARKET POSITIONS

Families of channels: Build and extend families of channels organically or through consolidation in existing footprint

Operational efficiency:Assess opportunities to optimise cost base and review portfolio of assets

#1 or#2

in every market1

INVEST IN PREMIUM CONTENT

Content:Invest to leverage for both linear and streaming services

FC Group:Develop factual entertainment formats and reality shows, in close cooperation with RTL broadcasters

€3.5bn

(€1.5bn Fremantle)

content investment p.a.

45Note: 1. DE, FR, NL, ESP, BE, HR, HU, LU In terms of audience share in respective target groups

2STRATEGIC PRIORITIES - GROWTH

BUILD NATIONAL STREAMING CHAMPIONS

Investments:Boost investments in content, marketing and technology

Execution: Roll-out via stand-alone services or national partnerships

Hybrid model:Combine advertising with premium paid offers

TARGETS 2025¹

5m to 7mpaying subscribers

  • €500mstreaming revenue

~ €350m

content spend p.a.,

4x higher than 2019

EBITA

break-even

46Note: 1. Refers to TV Now and Videoland combined

2STRATEGIC PRIORITIES - GROWTH

INVEST IN TECHNOLOGY AND DATA

Smartclip:Create advertising technology platform, open to partners

Bedrock:Create streaming technology platform, open to partners

European NetID:Expand open log-in standard to new partners

TARGETS

Leading

European advertising technology platform

Leading

European streaming technology platform

47

2STRATEGIC PRIORITIES - GROWTH

EXPAND GLOBAL CONTENT BUSINESS

Creative freshness: Nurture established brands and invest in new formats

Portfolio:Diversify and foster client base with global streaming platforms

Network:Maximise global network and scale by investing in talent and markets

23%

share of drama revenue

BUILD LEADING DIGITAL TALENT NETWORK AND CONTENT STUDIO

Divimove:Expand talent management, production of short- form video content, advertising sales and technology & data

34bn

video views in 20191

48Notes: 1. Including Divimove and United Screens

3STRATEGIC PRIORITIES - ALLIANCES & PARTNERSHIPS

EXPAND ADVERTISING SALES

LEVERAGE CONTENT EXPERTISE

Ad Alliance:Build one-stop advertising sales houses for cross-media campaigns

Content alliance: Create and exploitcross-mediacontent

RTL AdConnect:Drive international advertising sales to access large TV and streaming portfolio

99%

€2.0bn

Ad Alliance's reach of

content investment p.a.

German population

in Germany

49

RTL GROUP SHARE

RTL Group share

SHARE PRICE PERFORMANCE IN 2019

Share performance

1 January 2019 to 31 December 2019

+31.15%

MDAX

+16.41%

SXMP

-5.82%

RTL GROUP

-10.55%

PROSIEBENSAT1

RTL Group share price development for January to December 2019 based on the Frankfurt Stock Exchange (Xetra) against MDAX, Euro Stoxx 600 Media (SXMP) and ProSiebenSat1

51

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)

TSRhas been

calculated as follows (using 1 January 2014 as an example)

TSR =

[Closing share price at 31 December 2018] + [Cumulative dividends paid from 1 January 2014 until 31 December 2018]

[Share price as of January 2014]

€ 46.70 + € 23.00

TSR =

-1=-25.8%

€ 93.93

52

RTL Group share

ANALYSTS'VIEW

Recommendation by Analysts1

In %

Sell

Buy

8%

15%

Hold

77%

53

1 Based on analysts who have published notes known of by the Group since 1 January 2020

ANALYSTS COVERING RTL GROUP

Latest update: April 2019

Latest

Bank

Analyst

recommendation

Deutsche Bank

Laurie Davison

Hold

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

Morgan Stanley

Omar Sheikh

Underweight

Exane BNP

William Packer/

Neutral

Annick Maas

JP Morgan

Daniel Kerven

Neutral

KBC

Ruben Devos

Accumulate

Kepler Cheuvreux

Conor O'Shea

Buy

Nord LB

Holger Fechner

Buy

Warburg Research

Lucas Boventer

Hold

ODDO BHF

Jerome Bodin

Neutral

Goldman Sachs

Lisa Yang

Neutral

RTL Group share

RTL GROUP'S EQUITY STORY

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

wider society

remuneration

54

OUTLOOK

RTL Group

OUTLOOKFOR 2020

RTL Group withdraws outlook for 2020 and dividend proposal for 2019 due to the coronavirus outbreak

Luxembourg, 2 April 2020 - RTL Group continues to monitor the rapid worldwide spread of the coronavirus disease (Covid-19) closely, placing the highest priority on the health of its employees and on protecting its businesses.

RTL Group's TV channels, radio stations, streaming services and websites currently register significantly higher reach and usage as they provide information and entertainment to millions of people who face unprecedented disruptions to their daily lives.

Given that RTL Group's businesses are part of a country's critical infrastructure, the Group has activated business continuity plans across its footprint. These steps have been taken to ensure that the Group's TV channels and radio stations continue their activities and include the implementation of counter measures to reduce costs and preserve liquidity. RTL Group has low levels of debt and significant, unused and committed Bertelsmann credit facilities with no maturities before 2023.

Given the current economic uncertainty, the Group's Board of Directors has decided today to withdraw the previous outlook (dated 13 March 2020) which did not reflect the coronavirus outbreak. Global economic development and prospects have significantly deteriorated since mid-March, when RTL Group gave its outlook statement. The Group is currently not in a position to provide a new outlook for the full year 2020. While Q1/2020 will be broadly in line with expectations, cancellations of advertising bookings and postponements of productions will negatively impact the Group's results in the coming months.

In these unprecedented circumstances, the preservation of liquidity becomes an essential precaution to safeguard the Group's present operations and future prospects. RTL Group's Board of Directors has therefore decided to withdraw its earlier proposal of a €4.00 per share dividend in respect of the fiscal year 2019. No dividend will now be proposed to the Annual Meeting of Shareholders on 30 June 2020.

RTL Group's three-priority strategy - core, growth, alliances & partnerships - remains unchanged. RTL Group maintains its mid-term targets for the streaming services TV Now in Germany and Videoland in the Netherlands, as communicated on 13 March 2020: to grow its total number of paying subscribers to between 5 and 7 million, to grow streaming revenue to at least €500 million and to break even by 2025.

56

FINANCIAL CALENDAR 2020

30 April 2020 at 8:00 am CEST Quarterly Statement: January to March 2020

30 June 2020

at 15:00 pm CEST Annual General Meeting

13 August 2020 at 8:00 pm CEST Interim results:

January to June 2020

APRIL

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

3030

MAY

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

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

300

JULY

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

AUGUST

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

SEPTEMBER

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

OCTOBER

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

12 November 2020 at 8:00 pm CET Quarterly Statement: January to September 2020

NOVEMBER

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

DECEMBER

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

57

CONTACT

ANDREW BUCKHURST

Senior Vice President Investor Relations

+352 2486 5074 andrew.buckhurst@rtlgroup.com

58

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.

60

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RTL Group SA published this content on 24 April 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 April 2020 14:57:01 UTC