FL Entertainment N : 202420232022 Q1 results Financial Report

Interim Financial Report and Unaudited Condensed Consolidated Interim Financial Statements

For the three-month period ended 31 March 2024

1.	Interim management report	2
	1.1	Business overview	2
	1.2	Significant events during the three-month period ended 31 March 2024	3
	1.2.1 Holding	3
	1.2.2 Content production & distribution business	3
	1.2.3. Online sports betting & gaming business	3
	1.3	Analysis of results for the three-month periods ended 31 March 2024 and 2023	4
	1.4	Analysis of Cash flows for the three-month periods ended 31 March 2024 and 2023	11
	1.5	Main transactions with related parties	15
	1.6	Outlook	15
	1.7	Main risks and uncertainties	15
	1.8	Subsequent events	16
2.	Condensed Financial Statements for the three-month period ended 31 March 2024	17
3.	Statement of the Management Board	54

IMPORTANT INFORMATION

Defined terms

In this Interim Financial Report, the term "Company" means the company FL Entertainment N.V., a Dutch public company with limited liability (naamloze vennootschap), with share capital of €8,698,462.62 whose Ordinary Shares are admitted to listing and trading on Euronext Amsterdam, having its business address at 5 rue François 1er, 75008 Paris, France. The Company is registered with the Dutch Chamber of Commerce (Kamer van Koophandel) under number 85742422 and registered under number 913 167 227 RCS Paris, and its Legal Entity Identifier is 894500G73K46H93RF180 ("FL Entertainment").

A glossary of the main defined terms used in this Interim Financial Report can be found in the Glossary on pages 377 to 382 of the 2023 Universal Registration Document approved on 28 March 2024 by the Dutch Authority for the Financial Markets (Stichting Autoriteit Financiële Markten) (the "2023 Universal Registration Document").

1

1. INTERIM MANAGEMENT REPORT

Preliminary considerations

On 15 May 2024, the Board of Directors of FL Entertainment approved the financial report and the unaudited condensed financial statements for the three-month period ended 31 March 2024.

The Condensed Financial Statements were prepared in accordance with IAS 34 - IFRS as adopted by the European Union and applicable to interim financial information.

The financial report for the three-month period ended 31 March 2024 should be read in conjunction with the 2023 Universal Registration Document. The Condensed Financial Statements for the three-month period ended 31 March 2024, have not been reviewed or audited.

1.1 Business overview

	Three-months ended March 31,
	2024	2023	% Change
Revenues	1,001	900	11.2%
Adjusted EBITDA	164	145	13.3%
Adjusted EBITDA margin	16.4%	16.1%	0 pts
Adjusted Net Income	73	70	4.5%
Adjusted Free Cash Flow	131	119	10.1%
Adjusted Cash Conversion Rate	80.3%	82.6%	-2.3 pts
	3M 24	FY23	% Change
Net financial debt…	2,354.4	2,280.0	3.3%
Leverage…	3.1x	3.1x	0 pts

• Non-IFRSmeasure - This Interim Financial Review and Unaudited Condensed Consolidated Interim Financial Statements include certain alternative performance indicators which are not defined in the International Financial Reporting Standards ("IFRS") issued by the
  International Accounting Standards Board as endorsed by the EU. The descriptions of these alternative performance indicators and reconciliations of non-IFRS to IFRS measures are included in this report (please refer to Note 4 to the Condensed Financial Statements for the three-month period ended 31 March 2024).
• • Three-monthrevenue grew by €101 million, reaching €1,001 million. Content production & distribution business revenue rose to €680 million while the Online sports betting & gaming business generated €322 million.
  • Adjusted EBITDA rose by 13.3% to €164 million.
  • Adjusted Free Cash Flow improved by 10.1% to €131 million.

2

1.2 Significant events during the three-month period ended 31 March 2024 1.2.1 Holding1

None.

1.2.2 Content production & distribution business Acquisition of Authentic Media

On 11 January 2024, Banijay France has acquired Authentic Productions, based in France. The entity is specialised on producing scripted content in several formats (short, 26', 52' and 90') and genres (drama, comedy, crime) for linear broadcasters and, hopefully in the future, for platforms.

Repricing Term Loans

On 1 February 2024, Banijay Entertainment (French Holding) has announced that it has successfully repriced its €555 million term loan facility (the "EUR Term Loan") at EURIBOR plus 3.75% and its $554 million term loan facility (the "USD Term Loan") at SOFR plus 3.25%, in each case at par. The repricing will reduce the margins on the term loans from EURIBOR plus 4.50% for the EUR Term Loan and from SOFR plus 3.75% for the USD Term Loan.

1.2.3. Online sports betting & gaming business

None.

1 Holding refers to a third operating segment which includes the corporate activities.

3

1.3 Analysis of results for the three-month periods ended 31 March 2024 and 2023

The Group operates two operating segments which reflect the internal organizational and management structure according to the nature of the products and services provided:

• Content production & distribution business: incorporates the activities of production, distribution and marketing of content property rights for television and multimedia platforms as well as the production of live experiences. This segment corresponds mostly to the Banijay Group; and
• Online sports betting & gaming business: comprises sports betting, poker, casino and turf. This segment corresponds to the Betclic Everest Group.

In addition, a third operating segment "Holding" includes the corporate activities.

As of 31 March 2024, the internal reporting has been slightly modified to focus on Banijay Group operational activities. Consequently, Banijay Group Holding has been reallocated to the Holding segment. The following tables present information in accordance with this new allocation, and the comparative information has been restated in accordance with IFRS 8, Operating segments.

The following tables present information with respect to the Group's business segments in accordance with IFRS 8 for the three-month periods ended 31 March 2024 and 2023.

				Three months ended 31 March
				2024						2023
	Content	Online							Content	Online
	production	sports				Total			sports			Total
	Holding					production &	Holding
	&	betting &			Group			betting &		Group
						distribution
	distribution	gaming							gaming
Revenues	679.7	321.5	0.0			1 001.1		656.4	243.8	0.0		900.2
External expenses	(351.8)	(213.7)	(0.9)			(566.3)		(327.6)	(159.6)	(1.7)		(488.9)
Staff costs	(268.2)	(26.7)	(5.2)			(300.1)		(257.3)	(30.9)	(3.4)		(291.7)
Other operating income	0.5	0.0	0.0			0.5		1.0	0.0	0.0		1.0
Other operating	(7.4)	(3.8)	(0.2)			(11.4)		(8.4)	(3.6)	(0.5)		(12.4)
expenses
Depreciation and	(25.6)	(2.4)	(0.0)			(28.0)		(26.4)	(2.3)	(0.0)		(28.8)
amortization expenses

Operating profit (loss)	27.3	74.9	(6.3)		95.8		37.6	47.3	(5.6)		79.3
Financial income	0.5	0.0	0.1		0.5		1.0	0.0	0.0		1.0
Interest expenses	(41.2)	(4.2)	(2.1)		(47.5)		(32.7)	(1.9)	(0.6)		(35.2)
Cost of net debt	(40.7)	(4.2)	(2.0)		(46.9)		(31.8)	(1.9)	(0.6)		(34.3)
Other finance income	(16.2)	(0.4)	1.7		(14.9)		(19.3)	(0.4)	(5.5)		(25.3)
(costs)
Net financial	(56.9)	(4.7)	(0.3)		(61.9)		(51.1)	(2.3)	(6.2)		(59.5)
income/(expenses)
Share of net income
from associates & joint	(1.4)	0.0	0.0		(1.4)		(0.9)	0.0	0.0		(0.9)
ventures
Earnings before	(31.0)	70.2	(6.6)		32.6		(14.4)	45.0	(11.8)		18.8
income tax expenses
Income tax expenses	0.8	(14.7)	0.0		(13.9)		(1.0)	(9.4)	0.0		(10.4)
Profit (loss) from	(30.2)	55.5	(6.6)		18.7		(15.4)	35.6	(11.8)		8.4
continuing operations
Profit (loss) from	0.0	0.0	0.0		0.0		0.0	0.0	0.0		0.0
discontinued operations

%
Change
11.2%
15.8%
2.9%
-47.4%
-9.0%
-2.7%

20.8%

-43.1%

34.8%

37.0%

-40.9%

4.0%

44.7%

73.0%

33.2%

122.3%

Net income (loss) for
(30.2)	55.5	(6.6)		18.7		(15.4)	35.6	(11.8)		8.4				122.3%
the period

4

Segmental information

In € million	Three months ended 31 March
	2024	2023	% Change
Content production & distribution business…
Revenues…	679.7	656.4	3.5%
Operating profit/loss…	27.3	37.6	-27.6%
Adjusted EBITDA…	80.4	84.2	-4.5%
Net income…	(30.2)	(15.4)	96.0%
Online sports betting & gaming business…
Revenues…	321.5	243.8	31.9%
Operating profit/loss…	74.9	47.3	58.4%
Adjusted EBITDA……	84.5	62.8	34.5%
Net income…		35.6	55.9%
55.5
Holding…
Revenues…	0.0	0.0
Operating profit/loss…	(6.3)	(5.6)	12.4%
Adjusted EBITDA…	(1.1)	(2.4)	-53.2%
Net income	(6.6)	(11.8)	-43.7%

Revenues

For the three-month period ended 31 March 2024, the Group's consolidated revenues were €1,001 million compared to €900 million for the same period in 2023 (+11.2%). At constant exchange rates, revenues would have increased by +10.6 %.

For a detailed analysis of revenues by business segment, please refer to Note 4 to the Condensed Financial Statements for the three-month period ended 31 March 2024.

• Content production & distribution business

The Content production & distribution business amounted to 68% of the Group's consolidated revenues for three-month period ended 31 March 2024, compared to 73% for the three-month period ended 31 March 2023. Revenues for this business were €680 million for the first three-month period of 2024, an increase of +€23 million or +3.5% compared to the first three-month period of 2023 and is allocated as follow:

		Three months ended 31 March
					2023		% Change
		2024
Production		541.4	553.0	-2.1%
Distribution		60.5	67.9	-10.9%
Others		77.8		35.5		119.1%
Content Production & Distribution		679.7		656.4		3.5%

Revenue totaled €680 million, up +3.1% at constant currency compared to the first three months of 2023, primarily driven by the consolidation of Balich Wonder Studio in Live experiences & other.

Content production revenue in Q1 2024 stood at €541m, down -2.3% driven by continued demand from linear broadcasters and streamers, while partly offset by anticipated show phasing differences compared to Q1 2023.

5

Overall global and local streamers remained focused on enriching their catalogues with local non- scripted content, including docuseries and sports programing. Linear broadcasters continued to develop their own streaming platforms, in order to gain a larger share of audiences.

Content distribution revenue was down -12.5% to €61 million due to a high comparison basis with Q1 2023 when a significant number of new scripted shows were delivered.

The content catalogue increased by a further +4,000 hours to 189,000 hours at the end of March 2023 compared to December 2024.

Live experiences & other revenue growth is mainly attributable to the consolidation of Balich Wonder Studio. Q1 events included the opening ceremony for the Dakar Rally in Saudi Arabia and the Hegra Candlelit Concert in AlUla featuring the music of Ludovico Einaudi.

In Q1 2024, The Independents produced two iconic fashion shows in Paris: Saint Laurent Men's winter 2024 fashion show and Dior Women's winter 2024 through Bureau Betak agency.

• Online sports betting & gaming business

		Three months ended 31 March
					2023		% Change
		2024
Sportsbook		246.8	194.8	26.7%
Casino		51.2	30.6	67.1%
Poker		18.9	15.2	24.5%
Turf		4.6		3.1		45.2%
Content Production & Distribution		321.5		243.8		31.9%

Revenue recorded strong performance by +30.8% at constant currencies to €322 million over the first three months of 2024 compared to the first three months of 2023. Sportsbook revenue rose by +25.5% at constant currency, while Online casino, Poker and Turf posted very solid revenue growth of +52.5%. This was achieved thanks to the continued execution of the Group's strategy, focused on user experience.

Average monthly Unique Active Players (UAP), which combines retained and new players, increased by +24% in Q1 2024 compared to a high Q1 2023 comparison, which benefited from the FIFA World Cup at the end of 2022.

The overall performance was underpinned by the ongoing enrichment of the Betclic App, with product innovation through new and attractive games, particularly for online casinos, that improve player experience, drive engagement, and introduce a range of new features. The performance was also driven by cross-selling, particularly between sportsbook and poker. In sportsbook, the momentum continued to be very positive with an increasing number of new betting formats on live bets.

By geography, the Group continued to reinforce its positions in its core markets while recording excellent performance in new territories, namely Ivory Coast. During the Africa Cup of Nations in Jan- Feb 2024, the App was downloaded 127,000 times, and ranked first on the App Store among all categories.

As part of its responsible gaming strategy, the Group generated 99% of its revenue in locally regulated markets in March 2024, an increase of 7 percentage points over the last two years (92% in December 2021).

6

Operating profit (loss)

Operating profit was €96 million for the three-month period ended 31 March 2024, compared to €79 million for the three-month period ended 31 March 2023, an increase of €17 million (+20.8%). Operating profit included:

• External expenses of -€566 million, compared to -€489 million for the three-month period ended 31 March 2023. The change was mainly due to higher betting tax in line with the increase in Online sports betting & gaming activity.
• Staff costs of -€300 million, compared to -€292 million for the three-month period ended 31 March 2023. The increase was mainly driven by (i) higher change of LTIP related to acquisition for -€7 million, offset by (ii) lower LTIP charge for +€3 million, more permanent staff costs for -€4 million offset by less intermittent staff costs for +€7 million in line with the decrease in production activity.
• Other operating and expenses resulting in a net charge of -€11 million, compared
  to -€12 million for the three-month period ended 31 March 2023. For the three-month period ended 31 March 2024, the net expenses mainly related to management fees for -€6 million, restructuring and reorganization costs for -€4 million, acquisition costs or other impacts of scope variation for -€1 million and tax and duties for -€1 million.
• Depreciation and amortization expenses decreasing by -€1 million to -€28 million, compared to -€29 million for the three-month period ended 31 March 2023.

The Content production & distribution business contributed €27 million to the Group's operating profit, a decrease of -€10 million, or -27.6% compared to the first three months of 2023.

The Online sports betting & gaming business contributed €75 million to the Group's operating profit, an increase of +€28 million, or +58.4% compared to the first three month of 2023.

Adjusted EBITDA

Adjusted EBITDA is not a financial measure calculated in accordance with IFRS. Adjusted EBITDA is used to measure performance as management believes that this measurement is the most relevant in evaluating the results of the segments. The presentation of this financial measure may not be comparable to similarly titled measures reported by other companies due to differences in the ways the measures are calculated.

7

The reconciliation between operating profit / (loss) and Adjusted EBITDA is presented in the table below:

	Three months ended 31 March 2024
	Content	Online
	production	sports	Holding		Total
	&	betting &		Group
	distribution	gaming
Operating profit (loss)	27.3	74.9	(6.3)		95.8

Restructuring costs and other non-core items.........................................

LTIP and employment-relatedearn-out and option expenses.................

Depreciation and amortization (excluding D&A fiction(1)).....................

3.8	(0.0)	1.2	4.9
23.6	7.2	4.0	34.8
25.8	2.4	0.0	28.2

ADJUSTED EBITDA	80.4	84.5	(1.1)	163.7

(1) No amortization of fiction production recognized in 2024.

	Three months ended 31 March 2023
Content	Online sports
production			Total
betting &	Holding
&		Group
gaming
distribution
In € million

Operating profit (loss)	37.6	47.3	(5.6)	79.3
Restructuring costs and other non-core items	4.7	0.7	0.3	5.7
LTIP and employment-relatedearn-out and option expenses	15.4	12.5	2.9	30.8
Depreciation and amortization (excluding D&A fiction(1))	26.5	2.3	0.0	28.8
ADJUSTED EBITDA	84.2	62.8	(2.4)	144.6

1. No amortization of fiction production recognized in 2023.

For the first three months of 2024, Adjusted EBITDA amounted to €164 million, compared to €145 million for the first three months of 2023. The increase in Adjusted EBITDA mainly reflects (i) the Group's good performance despite the offsetting effect of the return of normal seasonality in Content production & distribution and (ii) a solid performance in Online sports betting & gaming.

8