SHAPING THE FUTURE OF INDIAN ENTERTAINMENT

VISION
"It is our vision to build on our market leadership position within the filmed entertainment arena and expand within the rapidly growing Indian media & entertainment sector by capitalising on our library, distribution network, scale and strong balance sheet."

- Mr. Kishore, Executive Director

COMPANY PROFILE
Date of Incorporation August 19,1994 with the name Rishima International Private Limited. Main Object of the Company

To carry on in all parts of the world the business of exhibiting, distributing and otherwise exploiting cinematograph and television films and motion pictures of all kinds, including advertisement commercial films. To plan, prepare, estimate, develop, supply execute and otherwise deal with internet content creation and delivery services, commerce, e-commerce, delivery systems, audio or visual, multimedia development, marketing franchising, brand building, buying, selling, exchanging, importing, exporting, supplying, trading and dealing with any related issues products or services anywhere in the world.
Registered Office 201,Kailash Plaza, plot No. A-12 Opposite laxmi Industrial Estate, off New Link Road Andheri (West) Mumbai-400053

Website

: www.erosintl.com

MAJOR EVENTS
Year
1994 1999

Event
Incorporation of our Company and our Subsidiary Eros International Films Acquired business and assets of Jupiter Enterprises Commenced selling home entertainment, for instance VCDs and DVDs

2005 2006
2007

Release of our first co-produced film, Waqt First India theatrical release and music distribution of the film Omkara Launch of the Eros Music label
Set up VFX operations under our Subsidiary EyeQube Entered into a shareholders agreement for acquisition of 64.0% in Big Screen Entertainment Entry into Tamil film industry pursuant to the assignment of the Ayngaran SHA to Copsale, by Eros plc Incorporation of our Subsidiary Eros Music Publishing for signing lyricists and composers Joint Venture Agreement with Universal Music India for talent management India theatrical distribution expansion through offices in Mumbai and Delhi Four out of the Top 10 Box Office Hits in 2009 were Eros films. Five out of the Top 10 Box Office Hits in 2010 were Eros films.

2008

2009 2010

OUR PROMOTERS
Eros International Plc Eros Worldwide
Natural Person behind the Promoters

Mr. Arjan Lulla

Mr. Arjan Lulla, 76 years, has been instrumental in the foundation of the Eros Group and the expansion of their business. He is on the board of directors of our Promoter, Eros Worldwide, and is honorary life president of our Promoter, Eros plc, which is also the holding company of the Eros Group. In addition, Mr. Arjan Lulla is on the board of directors of Beech, which is a promoter of our Promoter, Eros Plc.

EXPERIENCED MANAGEMENT
A former Civil Servant. He has Served as Chief Secretary in the state of Rajasthan. He has served as the Governor of the State of Gujarat in 1955 -1996. Advisor to the Government of Jammu & Kashmir. He was appointed as non executive chairman & Mr. Naresh Chandra independent director by Eros International on September th Independent Director 28 2009. He has over 20 years of experience in the media industry. He is the first Director of our Company appointed as per the provisions of the MoA of our Company. He has been instrumental in developing the Eros India Group. He was appointed as Managing Director and Executive Vice Chairman on Feb 11, 2010 with effect from Feb 11, 2010.
Executive VC & MD

Mr. Sunil Lulla

EXPERIENCED MANAGEMENT
He graduated with a bachelors degree in Arts from Mumbai University. He has over 20 years of experience in the media and film industry. He is a member of the British Academy of Film and Television Arts and Young Presidents Organisation and is also a board member of the University of California, Los Angeles (UCLA). He has been honoured at the Asian Business Awards 2007 and the Indian Film Academy Awards 2007 for his contribution in taking Indian cinema global.

Executive Director

Mr. VIJAY AHUJA

He holds a bachelors degree in commerce from Mumbai

Mr. Kishore Lulla

Executive Director

University. He co-founded Eros International Plcs UK business in 1988. He has played an important role in implementing the key international strategies of Eros.

EXPERIENCED MANAGEMENT
She has over 16 years of experience in the media and entertainment industry. She has been a part of the core team that founded B4U Television Network in the UK in 1998-99. She was appointed as an Executive Director by our Company on September 28, 2009, Ms. Jyoti Executive Director

Mr. Dhirendra Swarup Independent Director

A former Civil Servant. He was a member of the Board of the SEBI, and a member of the Permanent High-level Committee on Financial Markets A former civil servant, he retired as Secretary, Ministry of Finance, Government of India in 2005, He was appointed as Independent Director of our Company on February 10, 2010.

KEY MANAGEMENT PERSONNEL

He is a chartered accountant with 17 years of professional experience in varied industries such as media and entertainment, cement, chemical, shipping and SAP consulting Prior to joining us, he was working with DNA, an Essel and Bhaskar group joint venture. He has earlier worked with Percept Group and the Swiss multinational Ciba Specialty.

Mr. Kamal Jain Chief Financial officer

Mr. Rajesh Bhatia Company Secretary & Manager (Finance)

He is a qualified chartered accountant and company secretary. He has approximately 16 years of work experience. Prior to joining our Company, he has worked with Sony Pictures India, Speciality Ranbaxy Limited, Aarjay Apparels, Pearl Polymers Limited and C.C. Choksi.

MANAGERIAL ORGANISATIONAL STRUCTURE

Board of Directors Executive Vice Chairman & Managing Director

Chief Creative Officer

Chief Digital Officer

Group Chief Financial Officer - India

Senior Vice President Senior Vice President (Business Development) (India Theatrical)

Vice President (Public Relations)

General Manager (Marketing) Vice President (India Video & Audio) Vice President (Cable and Television Operations)

Vice President Inflight Entertainment

Company Secretary and Compliance Officer

Vice President (Banking and Finance)

Deputy General Manager (Human Resources and Administration

Senior Vice President Operations

Group Financial Controller - India

CORE STRENGTHS

Our group structure

OUR SUBSIDIARIES
Eros Digital Private Limited Eros Network Properties Private Limited Eros International Limited Eros International USA Inc Eros Distribution (Canada) Limited Eros Australia Pty Limited Eros Music Publishing Limited Eros Pacific Limited Eros Music publishing GMBH Eros International PTE Limited Shivam Enterprises Acacia Investments Holdings Limited Belvedere Holdings PTE limited

Popular Stars Signed By The Company

John Abraham

RajniKant

Priyanka Chopra

Shahid Kapoor

Akshay Kumar

Saif Ali Khan

Deepika Padukone

Zarine Khan

Kareena Kapoor

Ritesh Deshmukh

Asin

Kangana

PRODUCTION DATA
S. N. 1 2 PERIOD NO. OF HINDI FILMS 4 13 NO. OF REGIONAL FILMS 10 102 HINDI FILM NAMES

April to June, 2010 March 31, 2010

Housefull & Pathshala Kambakkht Ishq, Love Aaj Kal, Wanted De Dana Dan

3
4 5

March 31, 2009

March 31, 2008 March 31, 2007

19
23 27

75
42 2 Om Shanti Om, Partner, Hey Baby Omkara, Namastey London

UPCOMING RELEASES

VICKY DONOR

DIRECTOR: SHOOJIT SIRKAR

HOUSEFULL 2

DIRECTOR: SAJID KHAN

UPCOMING RELEASES

AGENT VINOD DIRECTOR: SRIRAM RAGHAVAN

KOCHADAIYAAN THE LEGEND

DIRECTOR: SOUNDARYA R ASHWIN

UPCOMING RELEASES

RANA DIRECTOR:K.S. RAVIKUMAR

YOHAN: ADHYAYAM ONDRU DIRECTOR:GAUTAM VASUDEV MENEON

BUSINESS MODEL
SOURCING CONTENT

Leverage our relationships with the creative film industry and acquire and co-produce compelling content. We have diverse portfolio of over 75 films, mainly 1020 mainstream Hindi and the rest regional language films such as Tamil, Marathi and Punjabi. We have increased our focus on high and mid budget Hindi films because better production values and high profile stars attract larger audiences and higher appeal for television and digital licensing which allows us to utilise a pre-sale strategy to mitigate production risk.

DISTRIBUTION FORMAT

New and library films using our in-house distribution platform across three major distribution channels mainly theatrical including multiplex chains and single screens, television syndication including satellite, cable and terrestrial; and digital new media including music, mobile, DVD, IPTV, SVOD, in-flight, online and VFX production services; to generate diversified revenue streams.

BUSINESS MODEL

Our content is primarily distributed to the 1.2 billion people in India as well as audiences in over 50 countries internationally expatriate including South Asian populations concentrated in countries such as the UK, USA, Canada, Dubai, South Africa, Australia and Singapore as well as markets that consume dubbed and subtitled Indian films such as Europe, South East Asia and the Middle East.

financial PERFORMANCE
The sales for the year ended 31st March, 2010 was Rs. 53,456.57 lakhs. The profit after tax for the financial Year ending 31st March, 2010 was Rs.5163.85 lakhs. The Net Worth of the Company as at 31st March, 2010 was Rs. 16,346.95 lakhs. The Net Worth of the Company has increased by Rs. 5406.99 lakhs from the previous f.y

REVENUE AND EXPENDITURE

60000 40000 20000 0
2006

Income(in lakhs) Expenditure(in lakhs)

2007

Income(in lakhs)
2008
2009

2010

NET WORTH
18000

16000
14000 12000 10000 8000 6000 4000 2000 0 2006 2007 2008 2009 2010 Net Worth ( Rs. In lakhs)

NET WORTH GRAPHICAL VIEW

Profit after tax

6000 5000 4000 3000 2000 1000 0 2006 2007 2008 2009 2010 Profit after Tax( in Rs. lakhs)

EARNING PER SHARE

Earning per Share
8 7 6

5 4
3 2 1 0 Earning per Share

2006

2007

2008

2009

2010

Summary of accounting ratios

Particulars Earning Per Share Rs. Net Asset Per Share Rs. Return on Net Worth (%) 2010 7.23 22.89 31.59 2009 6.71 15.32 43.81 2008 4.83 8.79 54.95 2007 0.46 3.96 11.57 2006 0.17 3.50 4.90

CASH FLOW STATEMENT

CASH FROM OPERATING ACTIVITIES [24290.79 lakhs]

CASH FROM INVESTMENT ACTIVITIES [(21608.54) lakhs]

CASH FROM FINANCING ACTIVITIES [4133.58 lakhs]

Structure of the issue

Issue Structure

Retail Individual Investor

Non Institutional Investor

QIB

30%

60% 10%

BASIS FOR ISSUE PRICE

The

Issue Price will be determined in consultation with the BRLMs, on the basis of assessment of market demand for the Equity Shares through the Book Building Process. The face value of the equity shares is Rs. 10. The Issue Price is [] times the face value at the lower end of the Price Band and [] times the face value at the higher end of the Price Band.

Factors affecting the issue price

Qualitative Factors:

Valuable and expanding content library Well developed content distribution network Portfolio approach to films and a strong regional presence Strong long-standing relationships with talent within the industry provide steady access to content and talent Strong and experienced management Value of the Eros name
Quantitative Factors: Weighted Average Earning Per Share (EPS) Weighted Average Return on Net Worth Minimum Return on increased Net Worth Net Asset Value Comparison with Industry Peers : UTV Software Communications Limited

WHY COMPANY IS PROPOSING ISSUE?

OBJECTS OF THE ISSUE

Acquiring and co-producing Indian films, including primarily Hindi language film as well as certain tamil & other regional language films. General corporate purposes

The main objects clause of our Memorandum of Association and objects incidental to the main objects enable us to undertake our existing activities and the activities for which funds are being raised by us through this Issue.

Requirement of Funds & Means of Finance

S.N. Description Amount (Rs. in Lakhs)

1 2 3

Gross Proceeds of the Issue* Issue Expenses* Net Proceeds of the Issue*

* To be finalised on determination of Issue price

Utilisation of the Net Proceeds of the Issue

S.N.
1 2

Description
Acquiring and co-producing Indian films General Corporate Purpose

Amount proposed to be financed from Net Proceeds (in Lakhs)

28000.00

[ ] Total*

[ ]

. .

* To be finalised on determination of Issue price

Issue Related Expenses

Activity Expenses (Rs. In lakhs) % of Issue Size (%) [.] % of Issue Size (%) [.]

Lead management fees and Underwriting, brokerage and selling commission Registrar's Fees Advertising and marketing Printing and distribution Fees paid to IPO grading agency

[.]

[.] [.] [.] [.]

[.] [.] [.] [.]

[.] [.] [.] [.]

Bankers to the Issue

Others (SEBI filing fees, bidding software expenses, depository charges, listing fees, etc.) Total estimated Issue expenses*

[.]
[.]

[.]
[.]

[.]
[.]

[.]

[.]

[.]

 Any expenditure towards the aforementioned

objects would be recovered from the Net Proceeds of the Issue Entire requirement of the objects will be funded from the Net Proceeds. There is no requirement of making firm arrangements of finance towards 75% of the stated means of finance, excluding the amount to be raised through the issue & existing identifiable internal accruals

A. ACQUIRING & CO-PRODUCING INDIAN, TAMIL & OTHER REGIONAL FILMS

DETAILS OF THE OBJECTS OF THE ISSUE

Company intends to use upto Rs. 28000.0

Lakhs of the Net Proceeds to fund our Hindi, Tamil & other regional language films. The Eros India Library includes over 1000 Indian films including regional language films.

 Revenues earned by exploiting film content

that we buy from third parties, co-produce & occassionaly produce. We source or acquire our film conten through entering into assignment/ licensing/ coprodutions arrangements with other film producers & co-producers All these above content is expolited & distributed by us end-to-end through multiple formats such as theatres, home entertainment, principally in form of DVDs, VCDs and music CDs, television syndication & digital new media.

CONTENT COST OF THE PROJECT

Cost of Rs. 28000.00 Lakhs will include the

following cost with estimated % of the total cost: Cast & Crew Expenses (45%) Shooting Expenses (30 %) Post Production Expenses (5%) Marketing & Advertising (20%)

We have deployed Rs. 5388.00 Lakhs towards the Hindi & Marathi film projects as on July 31, 2010

B. GENERAL CORPORATE PURPOSES

Organic & inorganic growth opportunities

including acquisitions & strategic initiatives.

New projects and existing projects. Balance net proceeds will be utilised towards

general corporate purposes.

FORTHCOMING PROJECTS
While 3D technology has been available for a while, it is only now that the technology seems to be gaining in prominence. Encouraged by the response that 3D productions like Avatar received in India, many Indian producers also revealed plans to produce their own 3D films to target
Indian audiences (source: FICCI-KPMG Report 2010).

3D PRODUCTION

GLOBAL EXPANSION OF INDIAN M&E INDUSTRY

The trend, as already witnessed in 2008, of certain Indian companies acquiring stakes in global companies continued in 2009. For example, Sanraa Media signed a memorandum of understanding with US-based WSG Films to form a joint venture company to work on global co-production deals for animation and VFX projects (source: FICCI-KPMG Report 2010). Similarly, the year 2009 witnessed a number of global film studios strengthening their Indian film portfolios.

Persons associated with the Public Issue

Book Running Lead Managers: ENAM SECURITIES PRIVATE LIMITED

KOTAK MAHINDRA CAPITAL COMPANY LIMITED MORGAN STANLEY INDIA COMPANY PRIVATE LIMITED RBS EQUITIES (INDIA) LIMITED
Syndicate MEMBER Kotak Securities Limited Registrar to the Issue: Link Intime India Private Limited Bankers to the Issue: Statutory Auditors: Walker Chandiok & Co.

Yes Bank Limited Standard Chartered Bank HDFC Bank Limited The HSBC Limited Punjab National Bank The Royal Bank of Scotland N.V. ICICI Bank Limited Kotak Mahindra Bank Limited

IPO Grading Issue graded by

CREDIT ANALYSIS & RESEARCH LTD. CARE

IPO GRADING 4/5

The IPO grading is assigned on a five point scale from 1 to 5, with IPO grade 4/5 indicating above average fundamentals.

BIDDING PROGRAMME

BID OPENS ON

September 17, 2010

BID CLOSES ON September 21, 2010

WHY TO INVEST IN EROS INTERNATIONAL MEDIA LIMITED?

Investment Positives
Rapid Analogue To Digital Migration And Emergence Of New Digital Media Platforms
Given The Diversified Revenue Stream From Its Business And The Strong Growth Trajectory It Has Managed Over The Years, Investors Can Consider Subscribing To The Offer.
The ROI On This Stock Is More Than 21% For FY10. So At This Point Of Time, We Would Recommend Investors To Buy Into Eros International Media Stock Opportunity To De-risk The Movie Business Model Through Pre-sale Of Rights. Eros With 30 Years Of Experience In Acquiring Movie Rights And Strong Movie Distribution Network In India Is Expected To Largely Benefit

 Eros has a content library of over 1000 films and the company is yet to milk these effectively.
The entry of new participants has had a positive impact on the Indian M&E industry as it has helped in expanding the overall size of the market. This is expected to continue with the entry of additional players emerging to capture new audiences with advancements in product offering, marketing and distribution

OUR UNIQUE SELLING POINTS

1. EROS INTERNATIONAL MEDIA LTD. Eros International Media Limited operates in the media and entertainment sector in India and internationally. Acquiring and co-producing Indian films, - including primarily Hindi language films as well as certain Tamil and other regional language films. The companys vision is to emerge as a leading entertainment house that balances diverse platforms in a dynamically changing media environment. Its strategy is to further strengthen its competitive advantage by building on and augmenting the Eros India Library and further leveraging its portfolio approach to film content. Consolidation of music catalogues in order to exploit growth from radio, mobile, public performances and internet is another key strategy.

2. 3. 4.

GLOBAL DISTRIBUTION

Thank You