Grupo Antena 3 & la Sexta A WINNING COMBINATION 15· December 2011 “ ”
42% combined TV advertising market share Consolidation 25% combined audience share of Leadership Position in 8 TV channel offering with highly attractive target group to advertisers Spain c.20% combined total conventional advertising market share (TV, radio, internet and cinema) Market Strong potential to optimize TV advertising market share Rationalization
Attractive valuation of la Sexta: 4-channel multiplex Audience share of 7.7% Unique TV advertising share of 11.6% Opportunity in the European € Market Strong Value Creation
- 15 December 2011 2 Transaction Overview
Structure Acquisition by way of merger with 100% of la Sexta
Initial delivery of 15.8 MM(1) ’ ’ ’ Consideration €
Transaction expected to close by June 2012 upon regulatory approvals Timing (anti-trust and Ministry of Industry)
Note 1. Comprised of 13.4 M common shares of new issuance, 1.2 MM non-economic shares (convertible into common shares 24 months - 15 December 2011 after the Effective Integration Date) of new issuance and 1.2 MM of existing treasury shares 3 TransactionTable of Contents Overview
I. Strategic Rationale
II. la Sexta Overview
III. Transaction Overview, Structure and Financial Impact
IV. Conclusions
- 15 December 2011 4 I. Strategic Rationale
5 A “ ”
1 Market rationalization in Spanish FTA sector
2 Leading and fastest-growing audience share
3 Unique full spectrum of audience demographics for advertisers
4 Optimize la ’ ’
5
A transaction which creates significant value for shareholders allowing to enhance TV advertising market share, strengthen growth and improve financial profile The new Antena 3 Group will become a leading audiovisual player in Spain with full control of its assets
- Strategic Rationale 6 1 Market Rationalization in Spanish FTA sector (I)
Rationalization in Spain is a must given the market size and number of operators
UK
27.6% n.m. Germany 22.9% 42.9% 26.1% 40.5%
France 21.3% 42.3%
30.6% 48.4%
14.3% 23.7%
Italy
41.4% 20.4% Spain(1) 35.2% 59.8% 26.3% 43.5%
24.5% 42.0%
2010 Audience share 2010 Advertising share
Source: Company Information
Note 1. 9M 2011 data - Strategic Rationale 7 1 Market Rationalization in Spanish FTA sector (II)
Antena 3 + la Sexta combination to further rationalize the market Market rationalization = significant growth, especially when market recovers