India Investment Opportunity ETV Regional Channels July 18, 2011 Privileged Attorney-Client Communication

Networks Importance to SPE Earnings and Growth Diversifies revenue and profit base with more stable risk profile than content business lines Provide steady cash flow from dual revenue stream of subscriber fees from cable and satellite operators and advertising revenue from advertisers Delivered 10-year CAGR of 17% for revenue and 43% for EBIT, with strong EBIT margin expansion from 4% to 21% Builds long-term brand and asset value using a broad base of library and original content 2 ($MMs) SPT Networks Revenue and EBIT growth

High Potential Indian Market Strong economic growth –India is expected to be among the top 3 economies in the world by 2050 –As GDP grows, consumers are attaining higher levels of disposable income –India is the largest youth market in the world, comprised of approximately 340MM individuals under the age of 15 High growth potential for TV market –Media Industry continues a robust expansion growing from $11.2BN in 2006 to $19.5BN in 2011 (12% CAGR) due to growth of the economy, increase in disposable income and the large proportion of youth in the population –Television drives the industry growth with revenues projected at a 10% CAGR through 2015 –Television is the strongest medium reaching 500MM individuals; print, the second largest medium, reaches 222MM individuals. India represents the third largest television audience in the world and is the fifth largest market for television sets in the world –Today, of the 212MM households in India, 130MM are television households, a penetration rate of 59% 3 Indian Media Revenues Growth of Television Households Source: PWC Report – Indian entertainment and media outlook 2010, FICCI-KPMG India Entertainment and Media Report Figures include U.S. networks from FY10 forward ` Millions Households TV Households

Hindi Movies and Cricket Launched in 1999 Family, Comedy, Entertainment Launched in 2005 Hollywood Movies Launched in 2006 (Channel 8) Bengali Movies Launched in 2008 A bouquet of channels targeting Hindi, Bengali and English speaking audiences. Flagship General Entertainment Network Launched in MM Households, 88 Countries, 3 Languages Distribution through OneAlliance, 3 rd largest platform in terms of number of channels, 2 nd in terms of revenue One of the largest aggregators of Hindi programming in the world - over 12,000 hours in library SPT Indian Networks 4

5 SET: MSM India’s flagship channel has doubled its ratings over the last 18 months; SET fluctuates between being the #3 and #4 ranked general entertainment channel SAB: #1 channel among the tier 2 general entertainment channels (overall #5 position) and has taken over all of its competitors (Imagine TV, Star One, Sahara One) SET MAX: Consistently ranked the #1 movie channel in India PIX: Executing on new strategy to move from #3 to #2 by maximizing on the new output deal with SPT MSM has two of the top five Hindi GE channels, making MSM a compelling offering for advertisers, and the two channels combined offer the same Gross Rating Points (GRPs) as the #1 channel – Locked in the rights for the strongest television property in India – IPL Cricket – which presents opportunities to grow business with both advertisers and cable operators; revenue and EBIT continue to exceed expectations – Has built exclusive relationships with key producers such as Yash Raj Films that set it apart from the competition Distribution: Bouquet makes MSM highly desirable to cable operators in a market that is capacity constrained MSM Financial Performance ($MM) Revenue EBIT Leader in the Indian Market

6  High growth market: Currently underserved and has a combined viewership greater than the Hindi market  Diversification: Expanding footprint into regional language channels taps into a growing local advertising market that is different and more stable than the national market  Distribution: Strengthens MSM’s OneAlliance distribution bouquet by adding regional channels and making it a compelling offering in all parts of the country  Efficiencies: Ad sales and distribution infrastructure and management services to be provided by MSM at fair market fee will result in mutually beneficial efficiencies for MSM and SPE  SPE’s Indian Network holdings are currently at a competitive disadvantage without a larger portfolio of regional channels − Ability to become a national advertiser is limited with only Hindi channels − Investment will help OneAlliance overcome distribution disadvantages it faces with a Hindi-only bouquet Indian Regional Language Channels Represent an Opportunity to Drive Further Growth in SPE’s Indian Networks Business

SPE has opportunity to acquire a controlling stake in ETV, the second largest group of regional channels in Southern India –ETV has 6 general entertainment channels which all rank in the top 3 in each of its markets, including Telugu, the second largest regional ad market –All channels have successfully converted to subscription channels and generate dual revenue streams SPE’s ownership of MSM and ETV expected to fuel growth of both assets –Diversifies further into high-growth local ad market which appears to be more stable than the national market –Strengthens MSM’s OneAlliance distribution bouquet, increasing distribution for both MSM and ETV –Generates efficiencies for MSM and ETV through ad sales and distribution infrastructure and management services offered by MSM on fair market terms ETV Investment Opportunity MSM SPE/ETV ETV –MSM is currently at a competitive disadvantage without a larger portfolio of regional channels –Improves MSM’s ability to sell national advertising Due to the strategic importance of a regional channels presence, SPE is considering to pay a premium price for ETV SPE is evaluating several different deal structures that will minimize FY12 cash outlay To accomplish the goals of acquiring these channels and minimizing FY12 cash flow, SPE is assessing and negotiating several potential deal structures 7

ETV Financial Summary 8

Potential Structure SPE is evaluating the following deal structures – Proposed acquisition of 68% of ETV with Reliance retaining 32% – Proposed acquisition of 62% or 68% of ETV with a private equity firm retaining 38% or 32% Other deal options are also being explored in order to further minimize FYE12 cash outlay or to purchase 100% of ETV 9

Reliance Deal Structure 10 Proposed acquisition of 68% of ETV’s general entertainment channels for currently discussed price of $513MM, with Reliance retaining 32% –Based on enterprise valuation of $755MM, or implied ~21x trailing EBITDA and ~20x estimated forward EBITDA –Exit mechanism for Reliance involves an IPO o An IPO initiated by SPE after the 3 rd anniversary of closing and concluded by the 5 th anniversary of closing o Reliance has required that if an IPO does not close by end of year 5, Reliance can put its shares to SPE at the higher of fair market value on exercise and the value based on today’s enterprise valuation o Strike price is uncapped and could require potential $650MM-$700MM for Reliance’s remaining 32%, bringing SPE’s total cash outlay for ETV to ~$1.2BN o SPE will not pursue this deal unless the put can be eliminated or capped –SPE to use good faith efforts to facilitate discussions for Reliance with other Sony companies o Potential 4G partnership with Sony Electronics o Potential relationship with MSM for Reliance’s sports businesses

Private Equity Deal Structure 11 Proposed acquisition of 62% - 68% of ETV’s general entertainment channels for currently discussed price of $468MM - $513MM, with PE firm retaining 38% - 32% –Based on enterprise valuation of $755MM, or implied ~21x trailing EBITDA and ~20x estimated forward EBITDA –Private equity investors will be Blackstone, Providence Equity Partners, or both –In addition to ETV investment, PE partner will also replace the current MSM India minority shareholders o Grandway/Atlas currently own 32.4% of MSM India and Capital International owns 5.6% of MSM India –It is not certain if private equity investors would replace just Grandway/Atlas’s or the entire minority stake –Private equity investors would hold equal stakes in ETV and MSM India –Exit mechanism for PE partner(s) involves an IPO o An IPO of their stakes in both ETV and MSM India after the 5 th anniversary o Sony will have the option to purchase minority stake at IPO price

Potential Alternative ETV Deal Structures Other deal options are also being explored in order to further minimize FYE12 cash outlay or to purchase 100% of ETV –SPE buys current MSM 38% - 32% minority shareholders with an installment plan and sells to private equity firm who pays in full at close. Private equity firm also buys 38% of ETV. o This reduces SPE’s FYE12 cash outflow and improves the deal IRR –SPE buys current MSM 38% - 32% minority shareholders with an installment plan and sells to private equity firm who pays in full at close. SPE buys 100% of ETV. o This allows SPE to own all of ETV and not exceed $513MM of FYE12 cash outflow –SPE buys 100% of ETV paying current owners under an installment plan o This allows SPE to own all of ETV and not exceed $513MM of FY12 cash outflow 12

Third Party Valuation 13 Deloitte Touche Tohmatsu (D&T) was engaged to value ETV MSM India will manage ETV, represent its advertising and distribution sales –This creates embedded synergies in the forecast of ETV’s financial results As a result, D&T prepared three valuations: –A fair market valuation which represents the value of ETV to a an average buyer –An investment valuation which represents the value to a strategic buyer, specifically SPE, using the market cost of debt –An investment valuation which represents the value to a strategic buyer, specifically SPE, using Sony’s cost of debt Note: Valuations Are Preliminary

Financial Returns 14 Note: IRR’s are Preliminary

Goodwill and Intangible Assets 15 Due to SPE purchasing a majority, controlling stake, ETV’s financial statements will be consolidated by SPE Goodwill and intangibles are still being assessed, and are currently estimated to be ~$700MM Intangible assets are estimated to be $280MM and will likely be 65% amortized in the first 5 years

Next Steps 16 Complete due diligence and fair value assessment of ETV assets and liabilities Complete partner negotiations Review with Group Executive Committee Review with Board of Directors Complete and execute long form agreements Obtain regulatory approval Close