Ströer SE & Co. KGaA — Earnings Release 2016

Mar 31, 2017

Roadshows & Conferences March 2017

Ströer SE & Co. KGaA

Results FY 2016

EURm		FY 2016	▲	Q4 2016 ▲
Revenues	(1) Reported	1,123.3	+36%	357.6	+32%
	(2) Organic		+7.2%		+6.9%
Operational EBITDA		285.2	+37%	106.4	+23%
Operational EBITDA margin		25.1%	+0.2%pts	29.6%	-2.0%pts
(3) EBIT (adjusted)		195.1	+43%	82.5	+25%
(adjusted) (4) Net income		156.3	+46%	67.4	+25%
Operating cash flow		236.3	+24%	112.2	+8%
(5) Capex		97.8	+32%	26.1	+6%
		31 Dec 2016		31	Dec 2015
Net Debt / Leverage Ratio		330.3/1.2x		231.2 / 1.1x

(1) According to IFRS 11

(2) Organic growth = excluding exchange rate effects and effects from the (de)consolidation and discontinuation of operations

(3) EBIT adjusted for exceptional items, amortization of acquired advertising concessions and impairment losses on intangible assets (Joint ventures are consolidated proportional)

(4) EBIT (adj.) net of the financial result adjusted for exceptional items and the normalized tax expense (15.8% tax rate in 2015 and 2016)

(5) Cash paid for investments in PPE and intangible assets

Our Targets 2016: Fully Delivered in a challenging Market Context

FY 2016: Segment Perspective – Strong Growth in Core Segments

OOH-Germany +8% Organic Growth: Long-term Strategy fully pays off

Digital more than doubled: Successful Integration & Profitable Growth

• screen content & service platform pushing sustainable margins

• Consolidation of various special interest portals under "Media Brands" in Berlin completed

• approach since DMEXCO

• On-going extension of business with new sales mandates

• Unique video offering incl. Public Video (>+15%) driving growth

• pushing all transaction oriented business models

• Roll-out of Statista fully on track with currently 12 markets live and CAGR clearly beyond +50%

Profit and Loss Statement Q4 2016

EURm	Q4 2016	Q4 2015	▲ %	Analysis
(1) Revenues (reported)	357.6	270.5	+32%	Expansion driven by 6.9% organic growth and M&A
Adjustments (IFRS 11)	2.1	3.7	-44%
Revenues (Management View)	359.7	274.2	+31%
Operational EBITDA	106.4	86.6	+23%	Q4 overperformance by around 5%
Exceptionals	-10.4	-3.5	<-100%	Higher Restructuring and Integration expenses
IFRS 11 adjustment	-1.4	-0.9	-61%
EBITDA	94.6	82.2	+15%
Depreciation & Amortization	-52.5	-37.2	-41%	Increase in D&A due to larger consolidation scope as well as Impairment in Turkey
EBIT	42.1	45.0	-6%
Financial result	-2.5	-1.9	-34%
Tax result	-5.6	-9.1	+38%
Net Income	34.0	34.0	0%
Adjustment(2)	33.3	19.9	+67%
Net income (adjusted)	67.3	53.9	+25%	Q4 overperformance by around 5%

(1) According to IFRS

(2) Adjustment for exceptional items (EUR +10.4m) including adjustments of the financial result, amortization of acquired advertising concessions & impairment losses on intangible assets (EUR +27.3m), Tax Adjustment (EUR -4.4m)

Profit and Loss Statement FY 2016

EURm	1-12 2016	1-12 2015	▲ %	Analysis
(1) Revenues (reported)	1,123.3	823.7	+36%	Expansion driven by 7.4% organic growth and M&A
Adjustments (IFRS 11)	11.9	14.0	-15%
Revenues (Management View)	1,135.1	837.7	+36%
Operational EBITDA	285.2	208.3	+37%	Around EUR 5m overperformance
Exceptionals	-26.8	-15.2	-76%	Higher Restructuring and Integration expenses
IFRS 11 adjustment	-4.4	-4.5	+3%
EBITDA	254.0	188.6	+35%
Depreciation & Amortization	-161.2	-111.8	-44%	Increase in D&A due to larger consolidation scope
EBIT	92.8	76.8	+21%
Financial result	-10.0	-9.3	-7%
Tax result	-10.8	-8.6	-25%
Net Income	71.9	58.8	+22%
Adjustment(2)	84.3	48.1	+75%
Net income (adjusted)	156.3	106.9	+46%	Around EUR 5m overperformance

(1) According to IFRS

(2) Adjustment for exceptional items (EUR +27.5m) including adjustments of the financial result, amortization of acquired advertising concessions & impairment losses on intangible assets (EUR +73.1m), Tax Adjustment (-16.2m)

Transition of Net Income to Net Income Adjusted

2016: Year of Restructuring and Integration

Overview on Growth Rates 1-12 2016

	Group	Digital	OOH Germany	OOH International
YTD Reported Growth*	35.5%	>100%	8.0%	-5.1%
YTD Organic Growth including organic growth of 12M M&A	7.2%	9.0%	8.0%	1.0%
YTD Organic Growth  w/o revenues of 12M M&A	6.7%	8.2%	8.0%	1.3%

* Management view

Digital: Strong Profitable Growth

• Strong digital growth, both organically especially video, transactional and as well major scope effects
• Ongoing integration efforts and enforced restructuring activities
• Investments in growth business models like Statista or Regiohelden / Omnea

OOH Germany: Strong Overachievement

• Continued market outperformance based on strong national and local sales performance
• Growth across all relevant product types
• Investment into continuous rollout of local sales strategy

OOH International FY 2016: A challenging Year

• FY 2016 suffering from dip in Turkish economy and ad market
• Negative fx effects especially for TRY and soft OoH market dynamics in Poland
• Active cost management not sufficient to fully compensate revenue development

OOH Turkey faces tough market conditions Group-relevance diminishing

Analysis

• declining
• 3.5% of total operational EBITDA coming from Ströer Turkey in 2016
• 2016 shortfall easily compensated by other Group segments

Consequences and Outlook

• Remaining high uncertainty in Turkish market
• Non-cash relevant one-time impairment of EUR 10m to adjust book value
• Based on strong market position, Ströer will benefit from future market uplift

Free Cash Flow Perspective Q4 2016

Free Cash Flow	Q4 2016 EURm	Q4 2015 EURm	Analysis
Op. EBITDA	106.4	86.6	 Around 60% of Free Cash Flow in 2016 was
- Interest (paid)	-2.4	-0.9	generated in Q4
- Tax (paid)	-3.0	-0.5	 Strong operational cash generation in line with increased operational performance
-/+ WC	+17.7	+22.9	 Higher exceptionals due to M&A, restructuring and
- Others	-6.7	-4.5	integration efforts (especially T-Online)
Operating Cash Flow	112.2	103.6	 Investment level in line with previous year
Investments (before M&A)	-26.1	-24.6
Free Cash Flow (before M&A)	86.1	79.0

Free Cash Flow Perspective FY 2016

Free Cash Flow	12M 2016 EURm	12M 2015 EURm	Analysis
Op. EBITDA	285.2	208.3	 Strong operational cash generation in line with increased operational performance
- Interest (paid)	-7.3	-8.4
- Tax (paid)	-11.2	-5.9	 Further reduced interest payments after successful refinancings
-/+ WC	+9.8	+20.6	 Higher exceptionals due to M&A, restructuring and
- Others	-40.1	-24.3	integration efforts (especially T-Online)
Operating Cash Flow	236.3	190.3	 High investment level due to further digitization in OOH, IT-infrastructure and various other projects
Investments (before M&A)	-97.8	-74.0
Free Cash Flow (before M&A)	138.5	116.4

Financial Status and Outlook

Financial Status & Outlook

• Leverage remained at low levels despite significant cash acquisitions and dividends 2016
• Free Cash Flow before M&A of EUR 139m in 2016
• New long term EUR 600m Credit Facility with EUR 100m increase option

Financial Outlook

• Maintaining a solid financial profile as an Investment Grade company
• Dividend pay-out ratio: 25 50%
• Around EUR 145m Free Cash Flow before M&A expected in 2017 (including T-Online restructuring cash out)

Unchanged Priorities: Our strategic Focus for 2017

• 1. Out of Home: focus on organic growth and on-going digitization
• 2. Digital Content: organic growth by leveraging further synergy potentials
• 3. National Sales: driving market consolidation to the next level
• 4. Local Sales: further build-up of sales force & cross-media strategy
• 5. Transaction Business Models: optimizing our waterfall approach

Outlook for Q1 & current Visibility for 2017

1. Despite outstanding Q1 in previous year (organic +11%): another very good start into the year across the entire group with expected growth for Q1 full in line with annual guidance!

2. Strong momentum for OOH Germany fueled by both national sales and extended local salesforce activities

3. Digital segment consistently on track regarding top line growth as well as consolidation and integration processes

4. OOH International with challenging macro environment but under control and without substantial group impact

Our Targets for 2017: Consistent KPIs & Sustainable Performance

Our Key KPIs and Guidance Statements

1 Total Revenues	~ EUR 1.3bn
2 Organic Growth	mid to high single digit
3 EBITDA	> EUR 320m
4 Free Cash Flow	~ EUR 145m
5 Net Income Adj.	> EUR 175m

Capital Markets Day on 28th April 2017 (Berlin)

Quarterly Statement to be published on 11th May 2017

General Shareholder Meeting 14th June 2017