Citi Corporate and Investment Banking | Latin America TMT Investment Banking

June 2013

Discussion Materials

Strictly Private and Confidential Table of Contents

1. Executive Summary

2. Selected Countries Overview & Opportunities

A. Argentina

B. Brazil

C. Chile

D. Colombia

E. Mexico

F. Peru

’s Presence in LatAm

Regional Coverage – Corporate and Investment Bank Key Facts / Figures

 Citi Latin America has been a leader in the region MEXICO since the beginning of the 1900’s 53 Employees 500 Clients Presence since 1903  Number of CIB employees: ~350 CCA  Number of countries/territories: 25 85 Employees

VENEZUELA  #1 M&A house in Latin America COLOMBIA 23 Employees 18 Employees  #1 Capital Markets advisor in the region 913 Clients 959 Clients Presence since 1916 Presence since 1917

ECUADOR BRAZIL 9 Employees 77 Employees 450 Clients 1,259 Clients Presence since 1960 Presence since 1915 ’s Investment Banking Platform Highlights

 Best Investment Bank, Latin America, 2011 / 2010 PERU 16 Employees  Best Debt Bank, Latin America, 2011 689 Clients Presence since 1920 PARAGUAY  Best Country Investment Bank, Mexico, 2012 / 2011 4 Employees CHILE 278 Clients  Best Country Investment Bank, Argentina, 2012 / 2011 19 Employees Presence since 1958 619 Clients  Unmatched regional & global relationships Partnership with Banco de Chile Presence since 1916  Expanded Investment Banking presence in Argentina, URUGUAY ARGENTINA 6 Employees Colombia and Peru 563 Clients 19 Employees Presence since 1915  JV with Banco de Chile in Chile 1,409 Clients Presence since 1914

1 Case Study: Time Warner / Chilevision Citi acted as the exclusive financial advisor to Time Warner on its acquisition of 100% of Chilevision, Chile’s most profitable broadcaster and one of the industry leaders in audience and ratings.

Chilevision Overview Strategic Rationale Time Warner  Originally founded in 1959 by Univ. de Chile, Chilevisión is one of the leading  Entered the Chilean local broadcasting market as a marquee player, buying an free-to-air broadcasting companies in Chile asset considered extremely well-run and with consistently strong ratings, audience share and profitability – Widely viewed as the most profitable free-to-air broadcaster in Chile  Increased its leadership position in Chile and across the Latin American region covering ~85% of the Chilean population  Expands the growing Turner portfolio of international networks and businesses around the world – Among the top 3 networks in Chile in terms of audience & market share Bancard (Sebastian Piñera) 2 – Employs ~830 people with more than 3,200m of studio space  Piñera, the first democratically elected conservative in more than 50 years in Chile, promised on the campaign trail that he would sell his assets before taking  In 2005, Sebastian Piñera, the current President of Chile, acquired 100% of office in March 2010

Chilevisión from Claxson Group for ~US$24 mm  CHV was the last major asset that Mr. Piñera had left to sell and was being strongly criticized for delays in the sale process  2009 Revenues and EBITDA were ~US$77 mm and ~US$22 mm respectively  High return on investment since acquisition in 2005 Transaction Overview  On August 25, 2010, Time Warner Inc. reached an agreement to acquire 100% of Red de Television Chilevisión S.A.

 Under the agreement, TW assumed 100% ownership of CHV, owned by the Citi advised Time Warner president of Chile, Sebastian Piñera, through a holding company – Bancard on the Acquisition of

 Network expected to be operated by Turner Broadcasting System Latin America, a division of Turner Broadcasting System, Inc. ("TBS")

 Local management team remained in place to run the channel Undisclosed Amount  Sell-side process was competitive, as 10 strategic and financial players August 2010 participated in the process

2 1. Executive Summary Executive Summary Citi’s Perspective on the Latin America TV and Advertising Business:  Latin America presents solid macro fundamentals driving a strong increase in disposable income, consumption and entertainment expenditure  While Brazil, Mexico, Colombia, Chile and Peru are very attractive to foreign investors, Argentina, Ecuador, Bolivia and Venezuela present significant challenges such as currency, capital controls and expropriation risk  While FTA TV penetration is higher than 90% in most of the markets, Pay TV penetration presents significant upside (Brazil, Colombia, Chile, Peru <50%) and an area of major focus by industry participants  Advertising also presents significant upside, with average adspend per capita of US$71, approximately 25% of Western Europe’s and 15% of the US average – LatAm TV advertising spending expected grow 9.4% (1) ’12E-15E CAGR Market Participants:  The FTA business is dominated by local groups as a result of current or past foreign ownership restrictions, which in some of the countries also apply to the Pay TV segment  With regard to Pay TV, the market is relatively balanced between traditional Cable providers and DTH players – While DirecTV dominates the DTH segment on a regional level, Televisa, Net (Slim), VTR (Liberty Global) and Cablevision have leading market shares in their respective Cable TV markets – Telecom operators are increasingly entering the video business through DTH offerings or acquisitions of Cable TV providers  Televisa, Globo and Grupo Clarin are the biggest and most diversified players in the sector, with operations in Pay TV distribution, Pay TV networks, FTA and other media  Latin America content is well received internationally; productions from Mexico, Colombia, Argentina and Brazil are exported globally  The Digital Video industry is expanding aggressively, driven by recent entrance of Netflix, Totalmovie, Sunday TV and iTunes, which operate SVoD and TVoD on a regional level Potential Opportunities for Sony:  While Terra (digital media) and Chello Latinoamerica (regional Pay TV networks) are the most actionable opportunities in the space, there could be interesting potential for partnerships with local operators  Grupo El Comercio (Peru FTA) and 7gLab (Colombia Animation Studio) are working with advisors to raise funds/sell the asset  Grupo Clarin and Telefonica (Telefe) are being forced as part of the Argentine New Media law to sell assets, which could result in an opportunity for an operator to acquire a FTA network, Pay TV networks or studios at an attractive valuation – political situation could be an issue  Other assets that could be sold to or partner with Sony are Megavision (Chile FTA), RCN (Colombia FTA), Caracol (Colombia FTA) and CityTV (Colombia FTA / Pay TV network)

(1) ZenithOptimedia.

3 Latin America Presents Solid Macroeconomic Fundamentals

Latin America has a Relevant Portion of the Middle ...with a higher rate of economic expansion... Class of the Emerging Markets (2007-2012E Regional GDP Growth, %) Population with income between US$6,000 and US$30,000 (PPP) 8.2% India Africa 5% 3% Middle East China 5.4% 8% 4.8% 33% 3.3% 2.3% Asia excl. 1.9% China & India 14%

Latin America Asia Pacific LatAm Africa Mid Cent. Euorpe North West Europe CEE 17% East America 20%

..GDP per capita is a multiple of China and India… ...resulting in an unprecedented expansion of the middle class and increased consumer spending 2003 2011

7% Addition to Middle 11% Class Population 39% Latin 38% 55% 31 mm America Brazil $8,000 50%

7% 7% 26% 29% $6,000 30% China 10 mm Mexico 48% 19% 34% $4,000 5% 9% 15% 20% 41% 51% 3 mm $2,000 India Peru 29% 30% 11% 20% 7% $0 39%

1991 1993 1995 1997 1999 2001 2003 2005 2007 2009 2011 38% 1 mm Chile 50% 35%

Source: EIU and Goldman Sachs, “The Expanding Middle”, Global Economics Paper No. 170, 2008. Socio Economic Segment

A/B C D E 4 LatAm Markets & Macroeconomic Performance

Stock Market Performance Real GDP Growth (2012 – June 2013; LCY) (’13 – ’18E Average Real GDP) 5.5%

28.8% 31.1% 4.6% 4.6%

3.8% 3.7% 3.6%

7.0% 3.4%

(5.4%) (12.5%) (18.3%) Peru Chile Colombia Mexico Argentina Brazil

Peru Brazil Chile Colombia Mexico US Argentina Peru Chile Colombia Argentina Mexico Brazil

LatAm Currencies Forecasted Inflation (2012 – June 2013) (’12 – ’17E Average Inflation – Local Currency)

8.9% 8.2% (1) 4.5% 2.0%

5.0% (1.0%) 3.7% 3.1% 2.8% 2.7%

(15.0%)

(23.7%) Argentina Brazil Mexico Chile Colombia Peru

Mexico Chile Colombia Peru Brazil Argentina Argentina Brazil Mexico Chile Colombia Peru

Note: Market data as of June 13, 2013. EIU data as of June 2013. (1) EIU estimates based on official inflation rates from the Government of Argentina. 5 Latin America Media Industry Overview

Adspend Per Capita Key Highlights per Country (US$)

$481.7 Argentina Brazil Mexico Colombia Chile Peru

$267.9 Total Households 2012E ('000) 11,777 65,933 23,296 9,267 5,216 6,057 Average: $158 TV Households 2012E ('000) 11,424 62,508 22,195 8,670 5,073 5,025 $71.5 $57.2 $39.2 $31.3 TV Households CAGR 2012E-2015E (%) 2.0% 4.1% 2.3% 2.5% 3.2% 2.3% TV Penetration (%) 97.0 94.8 95.3 93.6 97.3 83.0 North Western Latin Central & Asia MENA(1) America Europe America Eastern Pacific Pay-TV Subs ('000) 8,194 16,607 13,273 4,226 2,295 1,322 Europe Pay-TV Penetration (%) 71.7% 26.6% 59.8% 48.7% 45.2% 45.2% Adspend Intensity Subscribers Technology Breakdow n (%) (% of GDP) Cable (2) 76.1% 37.5% 44.4% 74.7% 51.1% 71.3% 0.98% DTH 22.0 61.0 54.9 20.0 45.6 28.7 IPTV 0.1 1.5 0.7 5.2 3.3 0.0 0.62% 0.61% 0.60% Average: 0.60% 0.51% Total Ad-spend 2012E (US$ mm) $4,694 $18,560 $5,296 $1,443 $1,434 $675

0.28% Ad-spend '12E-15E CAGR (%) 16.7% 9.2% 8.4% 7.0% 6.2% 9.9% 12E Ad-spend Intensity (% of '12E GDP) 0.6% 0.8% 0.3% 0.3% 0.4% 0.2% Ad-spend '12E-'15E CAGR / GDP '12E-'15E CAGR 2.9x 1.6x 1.4x 1.0x 0.9x 1.2x North Asia Western Latin Central & MENA America Pacific Europe America Eastern Ad-spend per Capita (US$) $113.7 $95.3 $46.0 $30.0 $82.4 $21.9 Europe Total TV Ad-spend 2012E (US$ mm) 2,037 12,926 3,657 663 703 378 Global Pay-TV Penetration TV Share Ad-spend 2012E 43.4% 69.6% 69.1% 46.0% 49.0% 56.0% (as % of Total Households) Foreign Ow nership Limits 80.5% Pay-TV 30% ------Broadcasting 30% 30% 49% 40% -- -- 55.0% 53.0% Average: 47.1% New spapers 30% 30% 0% 40% -- -- 41.8% 38.4% Triple-play Offerings 14.0% (3) Telecom Operators x      Pay-TV Operators x      North Western Asia Central & Latin MENA America Europe Pacific Eastern America Europe Source: ZenithOptimedia, Americas TV 16th Edition and newsruns. (1) Includes Middle East and Northern African countries. (2) Includes MMDS. (3) Except Telmex. 6 Latin America Television Growth Opportunity

Share of Growth (2012E – 2015E) TV Advertising Expenditure Incremental TV Advertising and Pay TV Revenue (2012E – 2015E Advertising and Pay TV Revenue Growth)

Venezuela 2.6% (1) Other Argentina Peru 4.5% 15.9% 1.8% Total TV Advertising Pay TV (US$ in mm) Incr. Revenue Incr. Rev. CAGR Incr. Rev. CAGR Mexico (US$ in bn) 17.7% 1 Brazil $5,113 $3,804 9.0% $1,309 11.5% 2012E $22.9 2015E 29.9 2 Mexico 1,939 1,245 10.3 694 12.5 Colombia Increment $7.0 2.1% 3 Argentina 1,626 1,119 15.7 507 6.2 '12E - '15E Growth 9.4%

Chile 4 Colombia 520 145 6.8 374 12.1 1.5% Brazil 5 Venezuela 395 184 12.3 210 10.4 54.0% 6 Peru 257 125 10.0 132 12.0

Pay TV Revenue (2012E) 7 Chile 232 103 4.7 128 6.7

(2) 8 El Salvador 148 117 41.3 31 8.8 Other 11.5% Argentina 9 Panama 105 91 10.2 14 9.2 Venezuela 22.7% 5.3% 10 Costa Rica 97 59 23.2 38 6.3 (US$ in bn) Colombia 2012E $11.3 11 Ecuador 76 29 4.6 48 20.3 8.1% 2015E 15.0 Peru 12 Uruguay 74 24 13.9 49 8.0 2.9% Increment $3.7 '12E - '15E Growth 9.9% Mexico 14.4% Brazil 29.9% Chile 5.2%

Source: Zenith Research 12/2012 and SNL Kagan. (1) Includes Costa Rica, Ecuador, El Salvador, Panama, Puerto Rico, and Uruguay. (2) Includes Bahamas, Barbados, Bolivia, Costa Rica, Dominican Republic, Ecuador, El Salvador, Guatemala, 7 Honduras, Jamaica, Nicaragua, Panama, Paraguay, Puerto Rico, Trinidad & Tabago, and Uruguay. Latin America Pay-TV Landscape

Colombia Mexico Key Local Players: Key Local Players: Tech. Share Tech. Share UNE EPM Cable 25.1% MegaCable Cable 15.1% OthersOthers -- 16.8 Cabelmas Cable 8.2 $4.2 / Key Int'l Players: Cablecom Cable 4.5 7.9% Telmex Hogar Cable 42.0% OthersOthers -- 21.8 Key Int'l Players: DirecTV DTH 10.1 Teleonfica Telecom DTH 5.9 Sky Mexico DTH 34.2% Dish Mexico DTH 16.2

$1.7 / 3.1% Brazil Peru Key Local Players: Tech. Share Key Local Players: Tech. Share Others $7.2 / Others -- 16.8 CATV CATV Cable 2.7% 13.3% Key Int'l Players: Others -- 4.9 Net Servicos Cable 36.1% Key Int'l Players: $0.4 / 4.0% Sky Brasil DTH 29.9 Telefonica DTH / Cable 68.6% Via Embratel DTH 17.2 Telmex DTH 14.7 Direct TV Peru DTH 9.1

$0.9 / Argentina 7.3% Key Local Players: Chile Tech. Share Key Local Players: Tech. Share Cablevision Cable 52.9% $2.8 / VTR Cable 43.0% 3.3% Telecentro Cable 9.1 OthersOthers -- 12.9 Supercanal Cable 7.6 Key Int'l Players: Red Intercable Cable 5.1 Key Int'l Players: Telefonica CTC DTH 18.7% Telmex DTH 14.1 DirecTV DTH 25.3% DirecTV DTH 11.3 2012E Market Revenue in US$ bn / 12E-17E CAGR %

Source: Americas TV 16th Edition.

8 Latin America Broadcasting Landscape

Mexico Player: Ow ner Content Colombia Player: Ow ner Content Televisa Azcarraga Trust / Float 100.0%

RCNRCN Carlos Ardila Lulle 100.0% TV Azteca Grupo Salinas / Float 100.0 22.2 /

$3.4 CaracolCaracol Santo Domingo Fam. 100.0 Cadena Tres Tres Grupo Imagen 50.0

Brazil Player: Ow ner Content

Globo Marinho Family 100.0% 8.2 / Globo $0.6 SBT Grupo Silvio Santos 100.0

Rede Record Edir Macedo 50.0 Peru 62.5 / Rede Record $11.6 Player: Ow ner Content REDETVRede TV Amilcare Dallevo 50.0 Band Saad Family 100.0 AmericasAmericas TV TV Miro-Quesada Fam. 50.0% Band 5.0 / FrequenciaFrequencia Latina Latina Enfoca 25.0 $0.3

ATVATV Angel Gonzales 25.0

5.0 / $0.6 Argentina Chile Player: Ow ner Content Player: Ow ner Content 11.4 / Telefe Telefonica 100.0% ChilevisionChilevision Time Warner 50.0% $1.7 Artear Clarin 100.0 UCTVUCTV Luksic Group 25.0 Artear Canal 9 Angel Gonzalez 50.0 MegavisionMegavision Bethia Group 50.0 America G. de Narvaez 25.0

TV Households (millions) / FTA Adspend (US$ bn)

Source: ZenithOptimedia, company websites and newsruns. Own content production Third party content

9 Latin America OTT Industry Overview

VOD OTT Market Size LatAm OTT TV Landscape (US$ mm) Int’l Players Local Players

$4,337 SVoD TVoD SVoD TVoD

Esporte $3,071 Clube DX Intertativo Globo TV Saravia

Brazil $2,071 Globo TV Netmovies Enter Play Netmovies

$1,301

$731 Yuzu Vudu Zune $334 Mexico (1) $84

(Grupo Salinas) (Grupo Salinas) 2011 2012E 2013E 2014E 2015E 2016E 2017E

Bazuca Blockbuster LatAm OTT Market Chile on demand (Terra / Telefonica) By Country By Business Model

2012E Revenues: US$334 mm Peru Others 34.3% 37.5% Colombia Chile 1.4% 1.0% Colombia5.9% 6.8% Arnet Play Vicoo Qubit Tv

Argentina Argentina 8.7% 65.7% 62.5% Ideas OnVideo Vesvi Brazil 53.2% -- -- Mexico Peru 23.0% 2011 2012E SVoD TVoD

Source: Dataxis 2012. (1) Totalmovie TVoD only offered in Mexico. 10 Latin America Potential Opportunities Asset Country Category Ownership Financial Highlights Rational / Background

 Global digital media company and content producer founded in 1999  One of the main content sites in Latin America Digital Media / Sales: +US$325 mm Regional Telefonica  Multi-platform approach: web, mobile, tablet, OTT content OTT EBITDA: NA  Through SundayTV offers VoD service in 17 Latin American markets  Telefonica currently analyzing strategic alternatives for its non-core operations

Chellomedia  Launched in January 2012, owns11 networks in 29 countries and reaches ~124 PayTV Sales: NA Regional (Liberty million households through Latin America, the United States and Puerto Rico Networks EBITDA: NA Global)  Headquartered in Miami, Florida with regional corporate office in Buenos Aires

 Leading broadcaster and content producer in Argentina  New Argentine Media Law could force Grupo Clarin to divest assets, including FTA / PayTV Sales: US$297mm (1) Grupo Clarin PayTV networks (TN, TyC Sports, Volver, Magazine, Metro, Carburando) and/or its Networks EBITDA: US$31 mm Argentina FTA assets (Canal 13 and regional Canal 12)  Complicated political situation

 Top Argentine broadcaster in ratings and advertisement share Sales: US$170 mm  Telefonica is evaluating various monetization alternatives in Latin America FTA Telefonica EBITDA: NA  Non-Core Assets – only FTA asset owned by Telefonica in Latin America Argentina  Complicated political situation

 Second ranked national network in terms of audience share (~20%) Grupo Silvo Sales: US$410 mm  Over ~110 local TV channels (8 wholly owned and 99 affiliates) FTA Santos EBITDA: US$44 mm  Rumored to have entertained discussions with several potential buyers in the past Brazil driven by financial situation of other assets of Silvio Santos

 One of the two main privately held Chilean broadcasters; Sales: US$90 mm  4th player in terms of market share (~11%) FTA Bethia Group EBITDA: US$13 mm  Recently acquired by Bethia Group for US$144 mm; however, Bethia does not have Chile Megavision expertise in the business and could be interest in partnering with a strategic player

 Offers TV and film production services in Chile and Latin America  Has 80% market share in production and post-production for ad and the film industry José P. Daire/ Production Sales: US$250 mm  50% of its revenues come from its operations in Chile Cristián Chilefilms Studio EBITDA: NA  International expansion with investment of US$12 mm in Colombia in Cinecolor Chile Varela  Open to a partnership with a strategic player that can contribute expertise and help international expansion

Source: Dataxis 2012, company website and newsrun. Financials based on Citi Estimates and company financials. (1) Only Broadcasting & Programming Division. 11 Latin America Potential Opportunities (Cont’d)

Asset Country Category Ownership Financial Highlights Rational / Background

 Leading FTA channel in Peru owned by leading Media company, El Comercio  Offers a broad selection of programs and is particularly known for analytical newscasts Sales: US$100 mm FTA + Others El Comercio  Content includes news, entertainment, novellas, reality TV, and youth programs EBITDA: US$40 mm Peru  Produces ~65% of its own content, with the remainder imported / licensed from other Latin American countries  Running a process to sell the group, including print business

 RCN Television SA is a private television station in Colombia and one of the two major networks and broadcasters in the country  RCN reaches 97% of the Colombians through 21 stations Ardila Lülle Sales: US$326 mm FTA  Has multiple international alliances (Fox, Direct TV, Sony) Family EBITDA: US$43 mm  Could potentially be open to a JV, giving them access to new content and growing RCN Colombia its international presence

 Existing partnerships could represent a challenge

 Caracol one of the two leading Colombian networks and private television station Santo Sales: US$292 mm  Recently signed 3 year contracts with Televisa and Univision to distribute content to FTA Domingo EBITDA: US$43 mm the US market Family Caracol Colombia  Potentially open to a JV that would accelerate its international expansion

 Colombian TV station covering Bogota established in 1999  Brand licensed from Canadian television system City TV Luis Carlos FTA / Pay TV Sales: US$15 mm  Imports content from Canadian affiliate and produces local versions of international Sarmiento Network EBIT: (US$2) mm TV shows CeetTV S.A Colombia Angulo  Owned by Casa Editorial El Tiempo (Luis Carlos Sarmiento Angulo)  Potentially open to a partnership to foster expansion

 Colombian television producer established in 1972 and currently dedicated to Production Adriana de Sales: US$12 mm production of programs for Canal Uno and Caracol TV

 Has produced more than 7,000 hours of programming Colombiana de Studio Zubiría EBITDA: (US$1) mm Television S.A. Colombia  Potentially open to a partnership to foster their expansion

 Bogota-based privately held animation production studio founded by Nicolas Colombian Rodriguez in 2009 Production Sales: NA Local  Recently signed an US$8 mm contract with Disney Studio EBITDA: NA 7GLab Colombia Entrepreneur  Hired a financial advisor to evaluate strategic alternatives and preform a valuation Entertainment (sell-side / JVs)

Source: Dataxis 2012, company website and financials, and newsrun.

12 Terra Opportunity

Company Overview Geographic Presence

• Terra is a global digital media company and content producer • Founded in 1999 United States • Total target population: + 650 million people Mexico Dominican Republic Puerto Rico • Headquarters in Sao Paulo Spain Guatemala Honduras El Salvador Nicaragua • Multi-platform approach: web, mobile, tablet, OTT content Costa Rica Venezuela Panama Colombia • 1,000 employees as of December 2012 Ecuador

Peru Brazil Main Business Segments • Local web portal and related services in 18 Chile  Presence in 19 Uruguay countries countries  Leader in the region  80 mm visitors per month (15 mm Argentina Terra Portal  More than 100 million mobile) visitors per month  25 mm impressions sold per month (0.2 mm mobile) • Internet service provider business in Brazil: Estimated Revenue Breakdown (2013E)  900 K paid subscribers (Apr13) ISP  Packages from basic to premium Total: +US$325 mm (Internet Service Provider)  Fee charged is for internet access only (broadband connectivity is contracted By Region By Service directly with a telecom provider) • Value added services in all 19 countries Hosting Other Others 4% 5%  1.6 mm subscribers to paid email 13% services US Portal VAS 5% Mobile 33%  1.6 mm subscribers to paid security 13% (Value Added Services) services  2.2 mm of free email accounts Mexico 16% Brazil VAS • Mobile paid content: news / information, 66% 19% Mobile ringtones, videos ISP Hosting • Webhosting services, domain register 26%

Source: Company filings and News runs.

13 Investment Highlights

Investment Highlights Description

• Only pan-regional player in digital media in Latin America • Leading position in Latin America: 80 million unique visitors per month Largest Digital Portal • Top 30 most visited web site visited worldwide 1 In Latin America • Prime news source covering sports, economics, entertainment, and lifestyle • specialized portals focus on finance, e-learning, and current events • Highly recognized brand in Latin America, Spain and US Hispanic audience

• Strong premium content offering to end users: Sports, News and Entertainment • Offers a suite of Internet services in Spanish and Portuguese providing Premium Content and users throughout core markets in Spain and Latin America with: 2 Wide Product Offering - Online advertising, marketing and e-commerce opportunities - Multiple internet solutions, such as web design and hosting, among others • Terra’s services interact to complement each other

• LatAm is #3 market worldwide by total unique internet visitors (Brazil is #7) • Supportive fundamental growth drivers: exposure to Latin America, poised with increasing Internet and broadband penetration rates Significant Growth • Appeals to large and growing core markets of Latin America and Spain 3 Opportunities • Common cultural values make US Hispanic community a target market • 67% of Latin American users prefer to visit web sites in their native languages, as opposed to existing English-only content (1) • Access to the 54 million customers currently served by the Telefónica Group

• Wide variety of content built on multi-local/global model distinguishes Terra services from most of the competing portal services in the market Multi-Local / 4 • Country-specific content presented in users’ local languages Global Approach • Regional content, such as Copa America soccer coverage • International content, such as world business news

• Strong management team with extensive experience both within the industry 5 Management Talent and the Company

(1) Source: The International Data Corporation.

14 Terra TV Overview Terra TV is extremely well positioned to gain additional market share in the online segment thanks to exclusive broadcasting agreements and its widespread availability in the region.

Key Highlights Main Agreements

Channels Other Platforms & Events • Premium video platform launched in 2000

• Prime destination for broadcast-quality online video in Latin America with 10 million visitors per month

 Accessibility

• Most extensive online video service coverage available today

• Stream or watch on multiple screens

• Ability to share information and comment on events through related social networking sites such as Facebook

 Programming Revenue Generation  The “freemium” business model grants free access to the public through • Collection of 250 thousand videos offers the top series and shows advertising support and a premium service alternative through subscription

from local networks in each country  The dual model attracts a diverse viewership and creates ample opportunity to • Also offers original news, sports, music and entertainment content target specific consumer bases for advertising produced by Terra itself  OTT Networks technology allows for smart tagging of videos and their context of playback with a host of metadata, allowing for greater control and relevance • Broadcasts 10,000 live events per year of ads • Exclusive broadcasting of global sporting events such as the 2012 Free: Premium:

Olympics • Access to popular TV shows and • Rent and buy new releases movies through agreements with • Monthly subscription fee of $6.50 for • Boasts over 150 local and international partnering agreements companies like Disney unlimited access in most countries • More limited selection • See new movies 30-90 days after • Advertisements cinema release

Source: Company filings and News runs.

15 Terra – Other Services

Terra’s diverse approach extends to several other services outside of the online video spectrum which complement each other, providing for excellent brand recognition.

News Portals Music Platforms Sunday TV Communication Travel Booking Price Comparison Media

 The largest digital  Sonora was  Evolution of Terra  Community  Terra’s Travel  Compras.terra.com  Widgets allow easy portal in Latin launched in 2007 Video Store services, such as Channel is allows users to downloading of America and one of as a music platform themed chat room terra.com/travel compare prices for Terra content to the  Launched in 2012 the largest media and photo sharing various products desktop, social  Offers free  Provides an properties on the  Registration across different media sites, or service or Sonora  Terra Mail integrated travel web required to access vendors blogs Prime planner with: both free and paid  Fully integrates  Prime news source  Completely free  tBox Mobile brings  Available on premium content over 20 social  Full booking that covers events, together all of the smartphones and networks across engine powered  Search by: sports,  Streaming and user’s social web the brand by Travelocity entertainment, download options  Category networks, email lifestyle and fashion  Radio Terra offers  Options to share  Customer accounts, and  Agreements with  popularity of item thousands of directly from other reviews contact lists in one  Additional themed Warner, Disney, themed stations in Terra portals and  Suggested items place portals include: Fox and Sony  3D hotel tours more than 200 services  Powered by  Makes it easier to  Invertia, a different genres  Launched in  Country fact PriceGrabber.com stay well informed successful Argentina, Brazil, sheets  entirely free and connected finance site Chile, Mexico and  Destination  Millions of songs Peru with plans to  Educaterra, an guides for over with local and expand to the US e-learning 300 cities international and Europe service selections  Exclusive deals

Source: Company filings and News runs.

16 Overview Chello Latinamerica owns11 networks in 29 countries and reaches ~124 million households through Latin America, the United States and Puerto Rico.

Overview Geographic Reach

 Launched in January 2012 by Chellomedia to operate in Latin America and select parts of the U.S. and Puerto Rico

– Chellomedia is currently owned by Liberty Global (“LGI”)

 Owns 11 channels covering multiple genres

– Lifestyle, General Entertainment, Film, Sports, and Factual

 Current portfolio of channels reaches 124mm households through Latin America

 Senior Leadership team:

– CEO Alejandro Harrison (previously the CEO of Pramer SCA)

– Chairman of Chello Latin America Mauricio Ramos (also President of LGI Latin America)

 Headquartered in Miami, Florida with regional corporate office in Buenos Aires

Not shown: U.S.A. and Puerto Rico

17 Portfolio Summary

Genre Channels Description Geographies Key Competitors Shows

Argentina • Programming on cooking, gardening, Colombia interior design, architecture and lifestyle Mexico

• Broadcast shows on style, fashion, U.S.A Lifestyle Puerto Rico cuisine, and home decoration “Sailing the “You Have Carribean” a Date”

Argentina • Offers international cuisine, travel Colombia destinations, and other lifestyle shows Mexico

Specific • Provides a wide variety of reality content Country Info Unavailable “Bad Girls III” “Heliloggers”

General Entertainment Argentina • Offers primarily acquired scripted Mexico television series, films, lifestyle series Venezuela

“30 Days Together”

18 Portfolio Summary (Cont’d)

Genre Channels Description Geographies Key Competitors Shows

• 24-hour movie channels offering movies Across Latin from the MGM catalog America

• Broadcast movies, serials, operas, Across Latin Film documentaries, concerts and other America shows Mozartium60 “Ashes to Ashes”

• First LatAm channel dedicated to the LatAm excl. best of new and classic European Brazil cinema “The Seller of “In Search of the Year” Lost Time”

• Broadcasts local and special interest “Motorsports” Sports sports including football, racing, sport Argentina fishing, golf, skiing and extreme sports

“Live Nature”

• Broadcasts shows on culture, art, Argentina Factual religion and diversity “The Power of Gods” “4 Chairs”

19 2. Selected Countries Overview & Opportunities A. Argentina Argentina – Advertising Market Internet consumption is growing rapidly across the entire country, and is attracting ad market share from traditional media. Highlights Advertising Expenditure by Medium (2012E)

 Over the past few years, the government has introduced credit (1) Other Pay subsidies and a tax moratorium to encourage consumption Internet 5% 8% 16%  According to the IMF, the economy is expected to have grown by just Outdoor 5% 2.6% in 2012 and 3.1% in 2013 TV 43%  Adspend rose by over 30% in both 2010 and 2011, and is predicted to have risen by 19% in 2012

 In 2012 internet is expected to have grown by 44%, accounting for 8% Print of total adspend 39% Free 84%

Advertising Expenditure % CAGR Advertising Expenditure Growth (US$ in mm) (2009 – 2012E)

$7,467 Internet 61.0%

$6,275 911 (1) $5,408 336 Other 32.0% 690 $4,694 301 514 $3,951 358 264 2,696 232 Print 32.0% 239 2,308 $3,002 206 2,051 1,822 $2,166 128 165 1,573 Total 29.0% 86 1,145 147 3,157 797 2,314 2,664 1,752 2,037 1,030 1,428 TV 26.0%

2009 2010 2011 2012 2013 2014 2015 (1) Outdoor 16.0% TV Print Outdoor Internet Other

Source: ZenithOptimedia and newsruns. (1) Includes radio and cinema. 20 Argentina – TV Market Overview The Argentinean terrestrial TV market is dominated by 4 key private networks, all based in Buenos Aires: Telefe , America TV, Canal 9 and Canal13.

Overview of Key Broadcasters Comments

Content Launch  Argentine Terrestrial TV is mostly local with a total of 42 channels, of News, Sports, Entertainment, Reality TV, 1960 which 29 are privately owned Canal 13 Teleseries – Represents 57% of total TV audience (pay-TV holds remaining 43%) News, Sports, Entertainment, Reality TV, Telefe 1974 Teleseries  4 private networks with substantial penetration, all based in Buenos Aires: America TV 2, Canal 9, Telefe and Canal13. These last two are Canal 9 Entertainment, News 1960 the most popular and account for more than 80% of broadcast revenue News, Sports, Entertainment, Reality TV 1966 America TV  Canal 7 is the only state-owned network that broadcasts nationally

News, Sports, Cultural, Educational, – Its peak audience is achieved with the transmission of AFA soccer 1951 Canal 7 Entertainment tournaments which were previously aired via cable networks

– Canal 7 offers full terrestrial offering including free HDTV Viewership Market Share  In 2009, the government introduced the country's terrestrial digital TV Canal 7 America system SATVD-T, which is based on Japan's digital TV standard 4% 7% – Analog and digital formats are expected to coexist until September Canal 9 10% 2019 Pay-TV 43%  Recent Media Law 26.522 was designed to open up the terrestrial sector

Artear - 13 challenging the power of major media groups 18%

Telefe 18%

Source: Americas TV 16th Edition, newsruns and company websites.

21 Key Private Broadcasting Players – Argentina

Player Description Financials (US$) Ownership

 Top Argentine broadcaster according to ratings and advertisement share  44% advertisement share  Sales: $250 mm Telefonica  Major content production with ~38,000 hours per year  EBITDA: $16 mm (100%)  Owns 8 channels located in: Cordoba, Rosario, Mar del Plata, Santa Fe, Tucuman Telefe Bahia Blanca, Neuquen and Salta

 Leading broadcaster in Argentina  36% of advertising share  Artear holds the license to broadcast Canal Trece, one of the two largest broadcast  Sales: $168 mm Grupo Clarin television channels  EBITDA: $19 mm (100%)  Given political issues with Cristina Fernandez, Grupo Clarin is not entitled to bid for Artear upcoming open TV tenders

 Telearte S.A. (Canal 9) was launched in 1960  Content focused on entertainment and news  Sales: NA Alba Communications Group LLC  Currently has ~500 employees  EBITDA: NA (Angel Gonzalez)  Purchased in 2007 by Mexican group headed by Angel Gonzalez Canal 9

 Launched in 1966 as Rivadavia Television/TeVeDos Grupo de Narvaez (50%)  Bulk of programming occurs during 12pm and 12am local time offering  Sales: NA Jose Luis Manzano (25%) talk/gossip/comedy shows and news  EBITDA: NA Daniel Vila (25%) – Rest is a mix of infomercials, religious shows and home shopping th America  4 player in the Argentinean broadcasting industry

Source: Company filings, newsruns and Citi estimates.

22 Argentina – OTT TV Key Local Players

Price Company Owner / Parent Business Model (US$ / Month) Comments

 Arnet Play service was launched in October 2011  It offers access from any computer or from an STB provided by the company $8.40/ Telecom Argentina SVOD / TVOD  Catalog with more than 2,500 titles, including series and movies (SD and HD), $1.89-$3.36 including 500 continuous-rotation titles  Currently analyzing the launching of an STB fitted with DTT tuner

 Claro Ideas Entretenimiento was launched November 2011 $3.99-$8.17/  Its portfolio includes 40 Pay-TV channels and +15,000 annual content hours America Movil SVOD / TVOD $2.92  It operates with “Day & Date” system, which releases titles on the same day they become available in DVD

 On Video was launched in 2Q11 through its subsidiary Speedy  Users need to be subscribed to Speedy broadband service $10.47 /  The service is billed by Telefonica offering different terms of payment Telefonica SVOD / TVOD $1.36-$2.70  It relies on a catalog that includes 3,500 titles (400 of which are of free access)  As of 3Q12 it had about 50,000 clients

 Qubit TV was founded in 2011  It has closed agreements with several telecommunications companies in the $4.20 / provinces of Santa Fe, Buenos Aires and Cordoba Local Entrepeneurs SVOD / TVOD $1.89-$2.52  Basic plan features more than 900 titles  The company plans to offer access through video game consoles and STBs targeted to small scale pay-tv operators

 Vesvi was launched in November 2011 Vi-Da Group $5.25/  Offers its content thorugh three modalities: free, rent and subscription SVOD / TVOD (Hadad Family) $1.68  The company offers releases under “Day & Date” modality and includes +200 titles

 Vicco was launched in 2012 with the purpose of offering VoD to small scale DLA operators (main Cooperatives of Argentina) TVOD NA (América Móvil)  Basic service included +1,000 titles  Catalog includes +2,200 titles with a “Day & Date” system

Source: Dataxis 2012.

23 Grupo Clarín Overview Company Overview Revenue & EBITDA Breakdown  Grupo Clarín is Argentina’s largest media group and content producer, operating four business segments: LTM Revenue (1) LTM EBITDA (1) – Cable & Internet Access US$2,319 mm US$556 mm – Printing & Publishing – Broadcasting & Programming Digital Content Printing & Digital Content & Other Publishing & Other – Digital Content & Others 2.8% 8.3% (0.22%) Broadcasting & Broadcasting &  Market leader in most segments it operates; largest TV network in Cable & Internet Programming Cable & Programming Access Argentina in terms of subscribers; largest broadband internet access 12.3% Internet Access 5.6% 63.9% 86.5% provider in Argentina; largest newspaper in Argentina; largest TV broadcaster in Argentina; largest network of Argentine internet portals Printing & Publishing  Leading producer of media content in Argentina 19.6%  Top market share in all advertising segments  Listed in Bolsa de Comercio de Buenos Aires (BCBA) and London Stock Exchange (LSE) (“GCLA”) Revenue & EBITDA Evolution

(US$ in millions) Revenue CAGR 2008-2012: 18.5% EBITDA CAGR 2008-2012: 13.4% Ownership Structure $2,210 $2,319

Booth American $1,821 Controlling Company Float $1,490 Group (2) Investment LLC $1,304 $1,120 Economic: 71.0% Economic: 9.1% Economic: 19.9% Voting: 85.9% Voting: 4.4% Voting: 9.7% 556 459 483 541 327 388

2008 2009 2010 2011 2012 LTM EBITDA Margin

29.2% 29.7% 30.8% 26.5% 24.5% 24.0%

Source: Company website, annual report, Wall Street research and newsruns. Note: All financial information converted at an FX of Ps. 5.12 / US$. (1) LTM as of March 31st , 2013. 24 (2) Controlling group includes: Ernestina Herrera de Noble, Hector Magnetto, Jose Antonio Aranda and Lucio Rafael Pagliaro. Grupo Clarín’s Corporate Structure

Company Structure Consolidated Financials(2) Trading Statistics(1) LTM Net Revenues: US$2,319 mm Mkt. Cap.: US$589 mm LTM EBITDA: 556 FV: 1,317 Debt: 692 FV / ’12E EBITDA: 2.4x Cash & Eq.: 257 FV / ’13E EBITDA: 2.2 Net Debt / LTM EBITDA: 0.8x

Broadcasting & Cable & Internet Access Printing & Publishing Digital Content & Others Programming

LTM Revenues: US$1,571 mm LTM Revenues: US$474 mm LTM Revenues: US$297 mm LTM Revenues: US$75 mm LTM EBITDA: US$491 mm LTM EBITDA: US$35 mm LTM EBITDA: US$31 mm LTM EBITDA: NM

(3) 60% 100% 100% 100% 99% 100%

100%

100% 100% 30%(4) 55% 100%

100% 100% 100% 33%(4)

100% 49%(4,5) 100% 50%(4)

Cimeco

Source: Company website and annual report. Note: Logos do not represent all subsidiaries owned by Grupo Clarín. Financial figures of business segments do not add up to total for the Company given eliminations and other adjustments at the corporate level. All financial information converted at an FX of Ps. 5.12 / US$. (1) Financials as of 1Q 2013. (2) Prices as of June 11, 2013. (3) Fintech Media, LLC owns the remaining 40% of Cablevisión. (4) Non-consolidated subsidiary. (5) Other shareholders include Argentine 25 federal government (27.5%) and competing newspaper La Nación. Situation Update  As a result of controlling the newspaper with the largest circulation in the country, Grupo Clarin has historically been one of the economic groups with the most political influence in Argentina  Since the Congressional elections of 2009, Grupo Clarin has been confronted with the Government, which has taken several measures that have negatively impact the operations of the company  On October 2009, the Government passed a new Media Law, including, among others: – Regulations of the content to be broadcasted, establishing percentages of national production – Maximum number of advertising minutes – Requirements for the current and new licenses to be issued – Prohibition of holding an open TV license at the same time as a license for subscription TV – Maximum limit of 35% of the population to which a licensee can provide services to – A maximum period of 1 year for the licensees to adapt to the changes of the Act  After the approval of the new Argentine Media Law in 2009, Grupo Clarin obtained several judicial actions ("Medidas Cautelares") to delay the divestitures being forced by the Government through the media law  On December 15, 2012, a federal judge declared the constitutionality of the Media Law, lifting the "Medidas Cautelares“ and allowing the government to begin re-allocating of Clarin’s excess Radio, TV and Cable licenses – The Government confirmed that Clarin would be dismantled and compliant with the legislation within 100 days  On April 17, 2013 a federal appeals court ruled in favor of Clarin, declaring unconstitutional key parts of the Media Law (art. 45 and 48)  The Government (and Grupo Clarin) appealed to the Supreme Court of Justice on May 2013.  As of June 2013, the Argentine Supreme court had not yet passed the proposed legislation  Below are potential implications of the Media Law for Grupo Clarin: a) Need to reduce its market share in Pay TV from approx. 45% to 35% (more than 500,000 pay TV subscribers) b) Potential sale of pay TV networks (TN, Volver, Magazine, Metro, Canal Rural, etc.) and/or FTA networks (Canal 13 and Canal 12) (1) Other Important Notes:  Licenses are non transferable and any transaction must be approved by Government  Foreign ownership restriction of 30% of voting stock for FTA, Cable TV and Internet companies

Note: (1) According to new Law they can not own the cable infrastructure and a FTA network in the same region nor more than 1 Cable TV network 26 Broadcasting & Programming Assets Overview

Subsidiary Type Description

 Available to public broadcast television station with the highest share of prime time audience FTA Network  In addition to focusing on fictional programming El Trece has also established a solid reputation after Telenoche became the first news program in Latin America to be a finalist for an Emmy award

 Todo Noticias (“TN”) channel started operations in 1993 and is fully dedicated to news broadcasting Pay TV  It is the major cable news program with an estimated audience of +18 mm people Network  TN has ranked #1cable channel for the last five years consecutive years

 The first channel dedicated only to sports broadcasting, TyC has been on the air since 1994 and focuses on the most relevant sporting events worldwide Pay TV  Also produces some of its own programming Network  Broadcast also in the US, Chile, Colombia, Uruguay, Paraguay, Peru, Bolivia, El Salvador, Ecuador, Honduras, Panama, Nicaragua, Mexico, Dominican Republic, Venezuela, Costa Rica and Guatemala

 Founded by Adrian Suar and Fernando Blanco in Buenos Aires in 1994  Began operating on the production of Poliladron, one of the most popular TV shows in Argentinean history TV and Film  Pol-ka’s production projects currently account for 10 daily hours of air time Production  The company has over 350 employees distributed among 7 full production teams  Pol-ka uses multiple locations every day in addition to its 6 proprietary studios and is considered the largest production company of fictional programming in Argentina

 Ideas del Sur is a production company that develops content for local and international markets  The company was founded in 1996 in Buenos Aires TV and Radio  Develops content for various formats including Radio and Television under the genres of comedy, entertainment, fiction, Production documentaries, reality shows and sports  The company has also branched out into other formats including theater

 Patagonik is a film group engaged in making feature films and film production services Film  Founded in 1996, it is currently one of the largest film production companies in Latin America Production  The company has produced over 30 feature films and several music videos for artists such as Madonna  Patagonik is also known for its visual effects design, computer animation and character design

Pay TV Others Network

Source: Company website and annual report.

27 Television Federal S.A. - Telefe Company Overview Financial Highlights

 Telefe is the leading FTA broadcasting player in Argentina (USD in Millions) 2009 2010 2011  For more than 15 years Telefe has been an integrated company that produces its own content Net Revenue $165 $202 $250 % Growth -- 22.4% 23.8% – Broadcasts and sells to 3rd parties (locally and abroad) and provides production services due to its low cost competitive position EBITDA $7 $4 $16 – Its productions have been exported to Italy, Russia, Poland, China, Margin % 4.2% 2.0% 6.4% Peru, India, Spain, Turkey, Israel, among other countries  Owns and operates 1 channel in the City of Buenos Aires and 8 regional TV channels in other strategic cities Market Share – 2011  Telefe is 100% indirectly owned by Telefonica S.A. (Spain)  As of 2011, the Company employed 1,676 people 40.9%  Telefonica / Telefe will subject to the New Media Law in two of its articles 29.9% – Public services providers cannot own more than 10% of a broadcasting license (Telefonica provides telecommunication services in Argentina) FTA Rating Market Share Ads Market Share  The Company argues that it has no relationship either with Telefonica’s management or Board of Directors – No broadcaster may have a market share greater than 35% Investment Highlights – The breach of any of these articles could force Telefonica to sell its stake in Telefe  Local leader in content production, broadcasting and content commercialization

 Long track record in local and international markets

 Solid capital structure and low leverage

Source: Company financials and newsrun.

28 B. Brazil Brazil – Advertising Market

TV is the main advertising medium, representing 70% of the total advertising market.

Highlights Advertising Expenditure by Medium (2012E)

 The IMF expects real GDP growth of 1.5% in 2012 and 4.0% in 2013 Internet Other (1) as the economy recovers 5% 4% Outdoor  Ad expenditure grew by 10.4% overall in 2012, with particularly strong 3%

performances seen in internet and TV Print 18%  Television constitutes over two thirds of the total market, with a 70% share in 2012

TV 70%

Advertising Expenditure % CAGR Advertising Expenditure Growth (US$ in mm) (2009 – 2012E)

$24,142 Internet 20% $22,108 1,642 $20,198 724 $18,560 1,395 1,199 659 4,056 TV 15% $16,819 601 $15,476 544991 3,780 870 3,517 $13,102 513 3,299 458727 Total 12% 568 3,229 394 3,114 2,898 15,367 16,730 Outdoor 11% 12,926 14,031 10,468 11,480 8,604 (1) Other 8%

2009 2010 2011 2012 2013 2014 2015 Print 4% (1) TV Print Outdoor Internet Other

Source: ZenithOptimedia and newsruns. (1) Includes radio and cinema. 29 Brazil – TV Market Overview

Brazil has five major free-to-air channels. Globo is the dominant TV player, owning the top terrestrial network.

Overview of Key Broadcasters Comments

Content Launch  The Brazilian television market is dominated by free terrestrial TV, which Soap operas, News, Sports, Globo 1965 is principally operated by five major private networks Entertainment, Reality TV, Films

Soap operas, News, Entertainment,  Brazilian FTA broadcasting continues to be dominated by Globo, which SBT 1981 Teleseries, Films has led the market since the 1970s Soap operas, News, Sports, Teleseries, TV Record 1953 Reality TV  FTA programming schedules are filled mainly with local content, particularly telenovelas TV Bandeirantes Sports, News, Entertainment 1967  Foreign imports mostly consist of deals with major studios and are aired Rede TV Generalist programmes, Films 1999 outside of primetime Sports, Local Films, Child Programs, TV Brasil 2007  Globo is the 4th largest television network globally with an audience of Culture, Documentaries over 120 million viewers per day Viewership Market Share – The Company has its owns broadcast stations and distributes content via 150+ affiliate stations Others 8% Pay-TV – Major Brazilian producer of content, producing over 5,000 hours of 21% SBT programming (soap operas, dramas series and sports) per year 20% – Accounts for 80% of Brazilian program exports

 SBT, the second-ranked player, has 110 owned and affiliated stations

 In 2007, the federal government entered the TV broadcasting market with the launch of TV Brasil, indirectly controlled through Empresa Brasil de Comunicação Globo 51%

Source: Americas TV 16th Edition, newsruns, Citi Estimates and company websites.

30 Key Private Broadcasting Players – Brazil

Player Description Financials (US$) Ownership

 Dominant media company in Brazil with operations in broadcasting, content production, pay-TV and others (~50% audience market share)  ’11 Sales: $4.3 bn Marinho Family  Produces ~5,000 hours of programming per year  ’11 EBITDA: $1.0 bn Globo  Accounts for approximately 80% of Brazilian content exports

 Second ranked national network in terms of audience share (20% audience share)  ’11 Sales: $410 mm Grupo Silvio Santos  Over ~110 local TV channels (8 wholly owned and 99 affiliates)  ’11 EBITDA: $44 mm SBT

 Third-ranked national network in terms of audience share  ‘11 Sales: $705 mm (1) Edir Macedo  Develops entertainment content, movie production, theatre and online media  ’11 EBITDA: $44 mm  Owned by evangelical leader and founder of Universal Church Rede Record

Operates through 43 broadcasters that offer programming to the middle class •  ’11 Sales: $199 mm Amilcare Dallevo Junior (71%) Owns five TV stations in the major Brazilian cities •  ’11 EBITDA: $28 mm M. Carvalho Fragali (29%)  World class production and broadcasting center for digital TV RedeTV!

 Fourth-ranked national network in terms of audience share  ’11 Sales: $ 380 mm  Has radio and television broadcasting, newspaper publishing, and online media Saad Family  ’11 EBITDA: $46 mm  Broadcasts 2 television networks and 5 pay-TV channels TV Bandeirantes

Source: Company filings and newsruns. (1) Financials not comparable to peers given religion-oriented focus. 31 Brazil – OTT TV Key Local Players

Price Company Owner / Parent Business Model (US$ / Month) Comments

 Launched in 2010 Log On SVOD $4.87  Platform focus on children’s content; between 2 and 7 years of age

 Service was available only under monthly subscription Club DX TV

 Launched in 2011 Log On  Streaming VoD platform focused on Sports (i.e., soccer, fights) SVOD $4.87  Offers access only through computers  Will soon provide access through Facebook and Twitter

 Launched in 2011 Local Investors TVOD NA  Exclusively focused on streaming through computers and smartphones  Firm relies on approx. 1,200 titles, among series and movies Enter Play

 Launched in 2012 Globo SVOD $6.35  Users have access to both current programming content and archival material  Still in its trial stage

 Launched in 2006  Sale and rent of movies through internet Tiger Global $9.30/ SVOD / TVOD  Relies on 35,000 titles (physical rent option) and 7,000 titles on line Investment Fund NA  Uses “Day & Date” system Net Movies  Recorded 10mm operations (rent and streaming) in 2011

 Launched in 2009 under “Saraiva Digital” name  Offers rent and purchase of digital content through internet Grupo Saraiva TVOD $1.92-$4.87  Part of Saravia Bookstores, Brazil’s main bookstore (since 1914)  Has 5,000 digital titles among movies and series  Uses “Day & Date” system

Source: Dataxis 2012.

32 C. Chile Chile – Advertising Market Internet adspend expected to continue to grow, mainly driven by the rapidly-growing popularity of apps and tablets. Highlights Advertising Expenditure by Medium (2012E)

 2012 is expected to be a steady year for the media industry, with Other (1) Pay adspend predicted to rise 5% overall, with Internet leading the way Internet 7% 8% 7%  TV remains the largest medium, despite ongoing falls in TV audiences Outdoor 9%  The channels expected to have benefitted most from Euro 2012 and TV the Olympics were free-to-air TV and online 49%

– Both media channels developed strategic proposals tailored to the

major advertisers and categories related to these events, from the Print creation of special programs to innovative ways of displaying 28% Free products 92%

Advertising Expenditure % CAGR Advertising Expenditure Growth (US$ in mm) (2009 – 2012E) $1,717 $1,629 $1,531 Internet 40.0% $1,434 192 $1,363 157 128 139 $1,179 103 134 85 129 Outdoor 18.0% $1,028 118 125 49 465 38 88 430 456 77 389 402 344 Print 12.0% 284

806 Total 12.0% 675 703 738 770 551 614 (1) Other 9.0% 2009 2010 2011 2012 2013 2014 2015 (1) TV Print Outdoor Internet Other TV 8.0%

Source: ZenithOptimedia and newsruns. (1) Includes radio and cinema. 33 Chile – TV Market Overview

Chile has 7 main national free-to-air channels and an additional 50 regional broadcasters.

Overview of Key Broadcasters Comments

Content Launch  Chile has seven national free-to-air channels. Only four of these attract TV Nacional News, Sports, Entertainment, Documentaries 1968 the majority of viewers and ad share: TVN, UC-TV, CHV and Mega News, Entertainment, UCTV (Canal 13) 1958 Reality TV – Programming of leading broadcasters is on average 65% to 70% Chilevision News, Sports, Telenovelas 1960 locally-produced News, Sports, Telenovelas, Documentaries, Reality Megavision 1990 TV – Telenovelas, many of which are imported from Brazil, Argentina and La Red Generalist programs, Telenovelas, Films 1991 Mexico, remain a staple of prime time schedules

Talk Shows, News, Educational, Documentaries, UCV 1960  TVN is owned, but not funded, by the government and makes 95% of its Investigative, Telenovelas income from advertising revenues Telecanal Low Budget Entertainment, Telenovelas 1995  Mega was the country's first private channel to launch and reaches 95% of the country. It is 100% owned by Bethia Group (Solari Family) Viewership Market Share by Channel  CHV’s programming is focused on news and locally produced content; UCVTV La Red Telecanal 1% 3% 1% owned by Turner Broadcasting System Latin America Megavision Canal 13 11% 31%  UC-TV (Canal 13) is owned by the Luksic Group (67%) and Catholic University of Chile (33%) and primarily broadcasts reality / variety shows

Chilevision and locally-produced telenovelas 26%  In 2012 Canal 13 acquired the broadcasting rights for the 2015 Copa America soccer cup to be hosted in Chile for US$12 million TVN 27%

Source: Americas TV 16th Edition, newsruns and company websites.

34 Key Private Broadcasting Players – Chile

Player Description Financials (US$) Ownership

 One of the two main privately held Chilean broadcasters  Sales: $125 mm Time Warner  Acquired by Time Warner in August 2010 from Chilean President S. Piñera  EBITDA: $35 mm (100%)  3rd player in terms of broadcast market share (~26%) Chilevision

 Primarily broadcasts reality / variety shows  Sales: $127.5 mm Luksic Group (67%)  Locally-produced telenovelas  EBITDA: $15.7 mm Catholic University of Chile (33%)  1st player in terms of broadcast market share (~31%) UCTV (13)

 One of the two main privately held Chilean broadcasters  Sales: $90.0 mm Bethia Group (100%)  Recently acquired by Bethia Group for US$143.5 mm  EBITDA: $12.6 mm (Solari Family)  4th player in terms of broadcast market share (~11%) Megavsion

Source: Company filings and newsruns. Note: Numbers based on Citi estimates. 35 Chile – OTT TV Key Local Players

Price Company Owner / Parent Business Model (US$ / Month) Comments

 Started operations in 2006 through DVD by mail, with more than 15,000 titles  Launched On Demand service in 2010, with more than 90% of its releases VTR SVoD / TVoD “Day & Date” $2.06-$5.18 (Liberty Media) DVDs by mail  Content offering includes games and books  Currently working on developing a platform for Android phones and analyzing regional expansion (Argentina initially)

TVoD  Independent from Blockbuster US since 2008 (20-year franchise) Jamie Sinay & Felipe Israel In-store + DVDs by $3.10-$4.14  Operates 59 stores offering regular pick-up service and by mail service (Local Entrepreneurs) mail  Launched On Demand service in 2011 with 80 titles

Source: Dataxis 2012.

36 Megavisión Summary Description Overview of Mega’s Content Broadcasted

Programs vs. Advertising Advertising Type  Launched in 1990, Megavision (“Mega”) is the fourth largest Chilean open channel with ~11% broadcasting marketshare

Programing  The Company produces some of its own programming content, including 87% soap operas (“telenovelas”) and local adaptations of US series like Married with Children Spots Self Promoting 89%  Mega also has agreements with major international content producers 10% such as NBC Universal Others Advertising 1% – Some successful content import include 24 and Prison Break 13%

 The Company is owned by the Bethia Group (Solari Family), who bought it in March 2012 from the Claro Group for ~US$143.5 million

– Bethia also participates in different industries such as retail (Falabella), healthcare (Clínica Las Condes), transportation (Latam), Financial Highlights

real estate, agriculture and wine making (US$ mm) 2009 2010 2011

Revenues $79 $96 $90

Growth (1.6%) 22.2% (7.0%)

EBITDA 12.6 19.2 12.6

EBITDA Margin 16.0% 19.9% 14.0%

Net Income 10.8 14.1 12.0

Net Income Margin 13.7% 14.6% 13.4%

Source: CNTV Annual Report, 2011, ANATEL, Local Chilean press and Company filings.

37 Chilefilms Summary Description Ownership Structure  Chilefilms is a Chilean company that offers TV and film production services in Chile and Latin America 10% – The company also owns movie theatres, film laboratories and provides related services José Patricio Daire  The company owns and operates 22 cinema complexes with a total of 147 Cristián Varela cinemas  Chilefilms is a pioneer in the use of HD technology and has established a 90% regional standard for Electronic Field Production (EFP) – EFP fleet consists of 10 trucks, which provides services to CDF (Chilean soccer channel), ESPN, Fox Sports, Canal 13, CHV and Mega Business Lines  Cinecolor Sat aims to distribute films via satellite from its datacenter and teleport Company Business Segment Countries to cinemas in Latin America

 Latest films produced include the Chilean films “Stefan vs. Kramer” and “No”, Image, sound post production nominated for the Best Foreign Language Film Oscar Film Laboratories  Owned by José Patricio Daire (90%) and Cristián Varela (10%), the chairman and CEO, respectively Satellite Distribution

Strategy and Financial Highlights TV Production, EFP Trucks  The company has a 80% market share in production and post-production for Film and TV Post-Production advertisement and the film industry in Chile Content Production  Investment plan includes US$25 million in cinemas in Chile

 International expansion with investment of US$12 million in Colombia in Home Entertainment Cinecolor Colombia  2012 revenues were US$250 million Movie Theatres

 50% of its revenues come from its operations in Chile Movie Theatres  In November 2011, Cinemundo (one of Chilefilms’ cinema’s brand) bought Cine Hoyts from the Linzor Capital fund becoming the largest cinema player in the Theatrical Distribution country Theatrical Advertising Media  In 2013 the anti trust commission approved the merger of Cinemundo and Cine Hoyts under the condition of divestment of certain cinema assets Catering Services

Source: Company filings, Local Chilean press.

38 D. Colombia Colombia – Advertising Market Colombia is experiencing significant growth in retail and industrial production, as well as in exports; even with an adverse external environment, domestic demand remains solid. Highlights Advertising Expenditure by Medium (2012E)  The IMF forecasts that Colombia’s economy will grow 4.3% in 2013, Pay (1) one of the highest growth rates in the region Other 8% 17%  A new radio station called Blue Radio launched in 2012, increasing opportunities in the Radio medium Internet  Internet adspend growth over the last three years outpaced all other 6% TV mediums by over 3x 46% Outdoor  The economy has shown signs of maturation and stabilization 9% – Unemployment rate fell to 10.9% in July 2012 from 11.5% a year prior – Core inflation has remained stable and is expected to be three Print Free 21% 92% points lower than previously thought in December Advertising Expenditure % CAGR Advertising Expenditure Growth (US$ in mm) (2009 – 2012) $1,770 $1,657 $1,548 $1,443 Internet 56.0% $1,305 174 $1,193 158 148 162 92 152 Total 16.0% 142 $935 59 129 41 115 355 121 334 309 312 25 299 TV 15.0% 93 266 213 (1) Other 14.0% 710 759 809 558 614 663 434 Print 13.0% 2009 2010 2011 2012 2013 2014 2015 (1) TV Print Outdoor Internet Other Outdoor 12.0%

Source: ZenithOptimedia and newsruns. (1) Includes radio and cinema. 39 Colombia – TV Market Overview The Colombian terrestrial TV market is currently dominated by 2 main private national channels (Caracol and RCN). A new license is expected to be awarded during 2013.

Overview of Key Broadcasters Comments  Colombia has 5 national channels, 8 regional and several local and city- Description Launch based Entertainment, Dramas, Reality TV, Game Shows, Caracol 1998 Sports, Telenovelas – 3 of the 5 national channels are state-owned (Senal Colombia, Canal Uno and Canal institutional) while 2 are privately-owned (Caracol and

RCN Entertainment, Telenovelas, Reality TV 1998 RCN) – All 8 regional channels are state owned: Telepacifico, Teleantioquia, Canal 1 News, Sports, Musical Shows, Entertainment 1954 Canal 13, Telecaribe, Telecafe, Teleislas, Canal Capital and TRO

Canal Institutional 2004  RCN and Caracol TV account for 52% of country’s total advertising Institutional expenditure and 92% of TV advertising income Señal Sports, Cultural, Educational 1995 Colombia  In 2011 the government officially adopted DVB-T2 making it the only South American country not to adopt ISDB-T FTA Viewership Market Share  Government plans to auction a new license for a 3rd private national

Senal channel in 2013 Canal UNO Colombia 3% 2% – Previous bid process was declared null in 2012 City TV 3% – Auction may take place in the 4th quarter of 2013

– Time Warner, amongst other groups, is rumored to be actively Canal RCN 46% studying this opportunity

Canal Caracol 46%

Source: Americas TV 16th Edition, newsruns and company disclosures.

40 RCN Television

Summary Description Audiovisual Viewing Share Evolution (All-day)  Radio Cadena Nacional - RCN Television SA is a private television station in Colombia and one of the two major networks and broadcasters 50.5% 47.7% 48.0% in the country 47.2% 45.5%  RCN was founded in 1967 as a production company 35.4% 33.0% – In 1998 RCN acquired one of the two 10-year broadcasting licenses 29.1% 27.1% from the Colombian government and became a network 24.9% – Licenses were renewed for an additional 10 years in early 2009  RCN reaches 97% of the Colombians through 21 stations – Produced Betty la Fea, one of the most successful Colombian telenovelas in past years 2006 2007 2008 2009 2010  RCN has made important alliances with Televisa, Venevision, Warner (1) (2) Brothers, among others Average Share National TV Average Share Total TV  In 2012 RCN signed a joint venture with Fox International and launched “MundoFox” broadcast television network, providing Spanish content in Financial Highlights the US (US$ mm)  Currently launching RCN 24 offering 24hr news service  Recently launched sports channel WIN TV with Direct TV 2008 2009 2010 2011

 The Company’s main shareholder is the Ardila Lülle Family Revenues $244.8 $215.8 $298.8 $325.8

– Organizacion Ardila Lülle is a major Colombian conglomerate which, EBIT 18.2 25.6 43.8 43.4 apart from RCN TV, controls Postobon soft drink company, Atletico Nacional soccer team and several food companies Net Income 16.8 11.7 23.9 27.5  RCN has been actively opposed to a third private nationwide channel in Revenue Growth 3.3% -11.9% 38.5% 9.0% Colombia, claiming a lack of transparency in the bidding process – Currently RCN and Caracol have exclusivity as the sole private EBIT Margin 7.5% 11.9% 14.7% 13.3% broadcasters in the country Net Income Margin 6.9% 5.4% 8.0% 8.4% – RCN and Caracol have an estimated combined audience share over 50% of total market (including pay-TV, public and regional players) Net Debt $0.0 $11.2 $48.5 $26.1

Source: Company website, Americas TV 13th Edition, IBOPE and filings. (1) Average share between 6:00 and 24:00 excluding paid tv, regional and cultural tv except Canal UNO and Canal Institucional. (2) Average share between 6:00 and 24:00 including paid tv, regional and cultural tv. 41 Caracol

Summary Description Audiovisual Viewing Share Evolution (All-day)  Caracol one of the two leading Colombian networks and a private 51.2% television station 49.0% 47.8% 47.9% 46.2% – Production of 4,000 hours of content annually 34.3% 33.1% 31.2% – Archive includes 10,000 hours of original programming sold in 80 28.0% countries 24.8%

 The Company was originally founded as a TV production company and later acquired a broadcasting license

– License was renewed for an additional 10 years in early 2009

 The Company offers production services in Colombia to international 2006 2007 2008 2009 2010 (1) (2) partners to release co-productions or productions on request Average Share National TV Average Share Total TV  It holds joint ventures with companies such as Telemundo, RTI Television, TV Azteca, amongst others Financial Highlights  Caracol’s produced content is broadcasted in China, Russia, U.S. and in (US$ mm) Europe and Latin America

 Current content include soap operas, series, entertainment, information 2008 2009 2010 2011 content, movies and reality shows Revenues $230.1 $207.4 $245.9 $291.6

 In 2009, the Company announced plans to produce new programs in HD EBIT 18.5 41.1 39.9 43.1 format Net Income 1.7 10.6 14.1 23.5 – Approximately US$4 - $6mm invested on adapting 4 studios Revenue Growth 12.6% -9.9% 18.5% 18.6%  Caracol’s main shareholder is the Santo Domingo Family, one of Colombia’s wealthiest families EBIT Margin 8.1% 19.8% 16.2% 14.8%

– Venezuela’s Grupo Cisneros also holds a 15% stake in the Net Income Margin 0.7% 5.1% 5.8% 8.1% broadcaster Net Debt $38.4 $94.8 $124.6 $137.3

Source: Company website, Americas TV 13th Edition, IBOPE and filings. (1) Average share between 6:00 and 24:00 excluding paid tv, regional and cultural tv except Canal UNO and Canal Institucional. (2) Average share between 6:00 and 24:00 including paid tv, regional and cultural tv. 42 Colombian Media Players

Description & Recent Developments 2011 (US$ mm)

 Colombian TV station covering Bogota established in 1999 Revenue: $14.6  Owned by Casa Editorial El Tiempo (Luis Carlos Sarmiento Angulo), the company licensed the EBIT: (1.9) Canadian television system’s CityTV brand Net Income: (1.6)  Has a website Citytv.com.co where it shares its own materials and videos Total Cash: 0.1 CeetTV S.A  Some programs from the original Canadian station including MuchMusic and Electric Circus are Total Assets: 14.2 versioned for local audience, while others are dubbed versions Shareholders Equity: 11.6  Follows the same philosophy of the original Citytv at its news shows, anchors read the news standing up from various parts of the studio

 Colombian television producer established in 1972 and currently dedicated to produce programs for Revenue: $11.5 Canal Uno and other productions broadcasted by Caracol EBIT: (1.4)  Has produced more than 7,000 hours of programming Net Income: 0.1  Owned by Adriana de Zubiría Total Cash: 0.1 Colombiana de  Main soap operas / programs: La Sucursal del cielo, Padres e Hijos, Amar y Vivir, Fronteras del Total Assets: 13.4 Regreso, Sobrevivir, El Día es Hoy, Dulce Martirio, Alta Tensión, Sweet and Fiebre Television S.A. Shareholders Equity: 11.4

 Colombian television producer established in 1995 and dedicated to scripted and non-scripted Revenue: $29.3 programming EBIT: 1.9  Has produced more than 2,000 hours of programming Net Income: 0.6  Focused on soap operas, international (such as Survivor and Pop Stars) and original formats Total Cash: 2.8  Teleset owns 50% of “Si hay Ideas” (light entertainment formats) and “Ancillary” (talent search firm) Total Assets: 18.4 Teleset  Teleset is also business partner of PrimeTime, a Colombian content producer Shareholders Equity: 5.4  In 2009, Sony Pictures Television International acquired 50% of the company  Main soap operas / programs: El inutil, Marido a sueldo, Los protegidos, El auténtico Rodrigo Leal, El jugador, Quien quiere ser millonario, Duro contra el mundo, Corazones blindados, Colombia tiene talento and Doctor S.O.S

Source: Company website and filings.

43 Colombian Media Players (Cont’d) Description & Recent Developments 2011 (US$ mm)

 One of the major television producers in Colombia, headquartered in Bogota, providing fiction Revenue: $ 28.7 content in English and Spanish for public and private local and international channels EBIT: 3.8  Founded in 1955 with the name of Programadora Bernardo Romero Pereira Net Income: 2.3

 Focused in producing series, soap operas, original formats and telemovies Total Cash: 0.6 FoxTeleColombia  In 2007, Fox International Channels acquired 51% of Telecolombia Total Assets: 19.6  Main soap operas / programs: El precio del silencio, Historias familiares, Expedientes, Retratos, Shareholders Equity: 7.7 Zona Rosa, Tiempo Final, El capo  In 2009 FoxTelecolombia produced The Mental, which was the first American TV series produced and filmed in Latin America  Vista Productions Inc is an important producer established in 1997 by Jaime Sanchez Cristo Revenue: $29.1  It is the exclusive distributor of Disney Media Networks Latin America filmic production, with EBIT: 3.6 important remake series such as A corazon abierto (Grey’s Anatomy) and Amas de casa Net Income: 2.1 desesperadas (desperate housewives) Vista Productions inc. Total Cash: 0.1 LTDA  Main soap operas/ programs: Dónde está Elisa?, Mujeres asesinas and Amor sincero Total Assets: 5.8  They make special programs transmissions like the Academy awards Shareholders Equity: 2.2

 Colombian television producer established in 1963 by Fernando Gómez Agudelo and Fernando Restrepo  In 1999, with the entrance of private channels, the company established an alliance with Caracol Televisión  In 2001, the alliance with Caracol Televisión was extended to Telemundo  In 2005, Caracol Televisión resigned to the alliance and RTI sold its stake of a Miami studio jointly built with Telemundo to this company RTI Colombia  In 2009, the company formalized a 60% - 40% joint venture with Telemundo, under the name of RTI Producciones, for the regional production of television content; Has produced 20 soap operas for Telemundo since 2001  Main soap operas / programs: El cuerpo del deseo, Victoria, Pasión de Gavilanes, Dónde está Elisa? and Zorro

 7GLab Entertainment Inc is a Bogota-based privately held production studio founded by Nicolas Rodriguez in 2009  Recently signed a US$8 mm deal with Disney for an animation project to be completed in 2014  Main productions include: Zambo Dende, B.A.N.G, The Kabuto Mushi Legend and the production of their comics brand 7GComic  The company has interests in Bogota, Panama and recently established a branch in Los Angeles

 Shareholders are looking to sell a minority stake to the right partner who could help accelerate company's growth

 The company recently hired a financial advisor specialized in intellectual property and mentioned some potential investors based in Europe 7GLab Entertainment  RCN, Cisneros, Televisa and Disney are rumoured to be interested in the company Inc.

Source: Company website and filings.

44 Colombia – OTT TV Key Local Players

Price (US$ / Company Owner / Parent Business Model Month) Comments

 Claro Video was launched in 2011 America Movil SVOD/TVOD $8.19/$3.77  Content portfolio includes +300 titles which are available over a 24- hour period and users can watch them from up to 4 different devices

Source: Dataxis 2012, company websites and newsrun.

45 E. Mexico Mexico – Advertising Market

Free-to-air TV is the main advertising medium, representing more than 65% of the total advertising market.

Highlights Advertising Expenditure by Medium (2012E)

 Mexico’s economic cycle is closely linked to that of the US, so Pay observers are monitoring economic developments there closely Radio 7% 10%  According to the IMF, GDP rose by 3.9% in 2011, and is expected to

have grown 3.8% in 2012 (1) Print  Adspend is expected to have declined by 4.3% in 2012, but we expect 21% a recovery of 15.1% in 2013 due to a strong recovery in TV adspend, which remains Mexico’s dominant medium

TV 69%

Free 93%

Advertising Expenditure % CAGR Advertising Expenditure Growth (US$ in mm) (2009 – 2012E)

Radio 12.9% $6,747 $6,421 $6,096 594 $5,575 $5,534 567 $5,296 541 (1) 444 512 1,202 1,251 Print 7.2% $4,639 537 1,153 976 1,066 373 1,102 894

Total 4.5% 4,652 4,902 4,155 3,956 4,402 3,372 3,657

TV 2.7% 2009 2010 2011 2012 2013 2014 2015 (1) TV Print Radio

Source: ZenithOptimedia. 46 (1) Includes magazines and newspapers.

Mexico – TV Market Overview

Televisa and TV Azteca have dominated terrestrial TV for years and still take about three-quarters of all viewing.

Overview of Key Broadcasters Comments Content Launch  The Mexican terrestrial TV sector is dominated by two private Teleseries, Sports, News, Game Shows, Televisa 2 1951 companies, Televisa and TV Azteca, who together operate 6 of the 8 Entertainment major channels operating in Mexico City Teleseries, News, Entertainment, Sports, Azteca 13 1968 Music  Similar to the US, Mexico terrestrial TV sector has numerous local Cartoons, Films, Drama Series, Reality stations (~460), which mostly retransmit programming originating from Televisa 5 1952 TV the principal networks in Mexico City Televisa 9 Films, Sports, Teleseries, Entertainment 1968  Televisa is the largest player with 4 networks (2 national, 2 regional) and Imported Film, Sport, Entertainment, Azteca 7 1985 225 local stations that attract about 71% of all viewing in Mexico Drama Series, News

Televisa 4 News, Films, Series, Entertainment 1950 – The Company produces 70% of its own programming, including 1,300 hours of telenovelas (or soap operas) each year Cadena 3 News, Films, Entertainment 2007

Canal 11 – Televisa also owns a majority stake in a cable operator and Mexico’s Cultural -- largest DTH platform through a partnership with DirecTV Canal 22 News, Cultural, Educational --  TV Azteca owns 2 national networks broadcasted via 300+ owned stations Viewership Market Share  There are also 2 state-owned national networks: Canal 11 and 22 with a Others Pay-TV lower audience share than the commercial networks 13% 18%  Mexican Telecom Reform was approved on June 2013, aiming at promoting greater competition and openness in the sector

Azteca – Two new FTA concessions will be tendered (none of the incumbents 23% will be able to participate)

– 49% foreign ownership will be allowed, provided there is reciprocity in the country where the foreign investor company is registered

Televisa – “Must carry, must offer" rules among FTA and Pay-TV companies will 46% be imposed

Source: Americas TV 16th Edition, newsruns and company websites. (1) As of 2010, source Ibope Media, Mexico 47 Key Private Broadcasting Players – Mexico

Player Description Financials (US$) Ownership

 Leading TV broadcaster in the Spanish-speaking world  ‘11 Sales: $5.0 bn  In Mexico, Televisa operates 4 broadcasting networks as well as participates in the Azcarraga Trust (1) (15%)  ‘11 EBITDA: $2.0 bn pay-TV sector through four main subsidiaries Float (85%)  Mkt. Cap: $12.8 bn  Dominant position in television production (~65,000 hours per year) Televisa

 One of two leading broadcasters in Mexico  ’11 Sales: $957 mm  Operates two national networks, Azteca 13 and Azteca 7 Salinas Pliego (61%)  ’11 EBITDA: $394 mm  Content production of telenovelas and reality TV series with ~20,000 hours produced Free Float (39%)  Mkt. Cap: $2.1 bn per year TV Azteca

 Third Mexican broadcaster operating FTA Channel 28  Started operations in 2007, with a total investment of US$130 mm  Sales: NA Grupo Imagen (100%)  Owned by Grupo Imagen, one of the leading media conglomerates in Mexico  EBITDA: NA (Grupo Empresarial Angeles) operating leading newspaper Excelsior and radio broadcaster Radio Imagen Cadena Tres

Source: Factset, company filings and newsruns. (1) Related to Mexican businessman Emilio Azcarraga Jean. 48 Mexico – OTT TV Key Local Players

Price Company Owner / Parent Business Model (US$ / Month) Comments

 Launched in 2012  Mexico is the first Latin American country where the service is available Walmart TVOD $0.76-$4.59  Rent and sale of streaming video in Mexico  The firm relies on approx. 2.500 titles

 Launched in 2011  Access is granted in any type of computer and mobile device Maxcom SVOD $11.41  Relies on a catalog that includes +500 movies and series  Enables streaming of +20 TV channels (both free-to-air broadcasting stations and Pay-TV channels)

 Launched in 2012  Enables users to buy and rent streaming or download movies Microsoft TVOD NA  Mexico is the only country where this is available  Website is included in the XBOX portal

Source: Dataxis 2012.

49 F. Peru Peru – Advertising Market

Television is the largest medium in Peru, accounting for over half of total advertising expenditures.

Highlights Advertising Expenditure by Medium (2012E)

 Due to an increase in rates, TV spend grew by just 1.0% in 2009 when (1) Pay Other 10% the market as a whole was static, but it recovered with 33.8% growth 13% in 2010 and 18.4% growth in 2011 Internet 4%  Internet was the fastest-growing ad medium in 2012, with an Outdoor estimated growth of 38%, and it is forecast to continue enjoying 9% double-digit annual growth over the next few years TV 56%

 Newspapers continue being the second most relevant medium with Print 18% of total advertising despite having the lowest in the market 18% Free 90%

Advertising Expenditure % CAGR Advertising Expenditure Growth (US$ in mm) (2009 – 2012E) $897 $818 $747 Internet 27.0% $675 64 50 70 $595 39 67 TV 22.0% $514 29 64 146 21 60 137 $416 56 128 16 119 52 Total 18.0% 14 110 47 101 93 503 (1) 459 Other 378 419 17.0% 277 328 207 Print 9.0% 2009 2010 2011 2012 2013 2014 2015 (1) TV Print Outdoor Internet Other Outdoor 8.0%

Source: ZenithOptimedia and newsruns. (1) Includes radio and cinema. 50 Peru TV Market Peru has seven broadcast television channels, with America TV (El Comercio) as the leader in terms of advertising revenue, reach and ratings.

Overview of Key Broadcasters Comments Content Launch  The four most popular channels are all privately operated

News & Entertainment 1958 Americas TV – America TV (Canal 4), Andina TV (Canal 9), Panamericana TV

Frequencia News & Entertainment 1962 (Canal 5) and Frecuencia Latina (Canal 2), attract the majority of Latina viewers

ATV News & Entertainment 1969  America TV and Panamericana TV are the long-standing players in the Panamericana News & Entertainment 1959 market

TV Peru Educative / Informative 1958 – America TV is the country’s top channel and has national coverage. The broadcaster is owned by El Comercio, the leading media Bethel TV Religion (Catholic) 1998 company in Peru

FTA Viewership Market Share  The only public broadcaster is TV Peru (previously known as TNP)

Other  Andina de Radiodifusion (Andina TV or ATV) is owned by Albavision, 9% which has interests in several broadcasters across the region Global 7% America Tele. 34% – ATV’s programming featuring extensive soccer coverage, including Panamericana 8% Spanish league matches and matches involving the Peruvian national team.

Frequencia Latina 21% ATV 21%

Source: Americas TV 16th Edition, newsruns, and company disclosures.

51 Key Private LatAm Broadcasting Players (Cont’d)

Player Description Financials (US$) Ownership

 Offers a broad selection of programs and is particularly known for analytical newscasts  Content includes news, entertainment, novellas, novellas, reality TV, and youth  Sales: $100 mm El Comercio programs  EBITDA: $40 mm (Miro-Quesada family)  Produces ~65% of its own content, with the remainder imported / licensed from America TV other Latin American countries

 Frequencia Latina (Canal 2) is a Peruvian television network founded in 1962 by the Cavero family  Sales: NA Recently acquired by PE  Content includes entertainment, news telenovelas  EBIT: NA fund Enfoca  Programs include Yo Soy, La Casa de los Secretos and Peru’s Got Talent Frequencia Lat.  Recently launched internet webcast platform

 Offers news and entertainment programs  ATV’s programing features extensive soccer coverage, including Spanish league matches and matches involving the Peruvian national team  Sales: NA Andina de Radiodifusión  Successful imports include Discovery’s The Plant’s Funniest  EBIT: NA (linked to Angel Gonzales) Animals, Endemol’s Fear Factor, and WWE wrestling ATV

Source: Company filings and newsruns.

52 El Comercio TV Assets Overview

Summary Description TV Business Ownership Structure

 El Comercio is the leading newspaper and TV channel in Peru owned by the Miro-Quesada family

 In 2003 acquired Compañía Peruana de Radiodifusión (“América TV”)

 América TV was previously controlled by the Crousillat family, who were 66.67% 100% sentenced to jail after receiving bribes in exchange for providing upbeat coverage during Fujimori-Montesinos’ Government Compañía Peruana de Productora Peruana de Radiodifusión S.A. Información S.A.C.  The Company also has control of Canal N, a 24-hour cable news channel in Peru founded as a joint venture with Telefonica

– The channel is distributed through Telefonica’s pay-tv platform, Movistar TV  Broad content  Premier national selection including news channel  América TV continues presenting high revenue growth driven by the news, Novelas, offering news 24/7 increase of tariffs in the market reality TV and youth producing 100% programs proprietary content – In 2011, revenues increased ~17%  Produces 65% of  3rd highest TV rating  Company produces own content, such as soap operas, news programs, own content, with among all paid TV the rest imported / channels game shows, among others licensed

 América TV leads prime time weekdays ratings due to the success of Al Fondo hay Sitio, its self-produced soap opera released in 2008

– Also broadcasted in Ecuador, Bolivia, Paraguay and Uruguay

 2012E Revenues of US$100 mm and EBITDA of US$40 mm

Source: El Comercio , América TV webpages and Citi Estimates.

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