Anna Arsairtera Co', HEM SPHERE Pro forma capitalization Share dote' $10.25 Diluted shares 21 40 0 Equity market value $410 Net debt $5 TEV 5416 Note: Units in million, except per share data. (1) Share price as of April 4. 2013. (2) Diluted shares include 30.0mm shares issued lo the sellers. 8.7mm shares owned by Azteca pubk shareholders, and 1.3m shares evened by Azleca sponsor. Sponsor returns Inveslmemt IPO (5129/11) Transaction dose (4/4113) •Shares a Wanants *Cash Note' Excludes value of c.arn.oul shares and warrants al transaction close. Value of shares at transaction close based on $10.25 share price as of April 4.2013. Deutsche Bank Corporate Banking 3 Securities (a) (b) (C) (6) Azteca Acquisition Corp. acquisition of InterMedia Espanol Holdings, LLC and Cine Latino, Inc. Transaction overview - Aztecs Acquisition Corp. rAztecaD announced a business combination with InterMedia Espanol Holdings. LLC (•WAPA") and Cine Latino, Inc. ("Cinelatino•). under a new holding company named Hemisphere Media Group. Inc. ("Hemisphere') on January 23. 2013 - transaction closed on Apnl 4, 2013 - Azteca is a Special Purpose Acquisition Company which raised $100mm in its June 2011 IPO Azteca sponsor forfeited 250.000 founder shares for no consideration and converted an additional 250.000 founder shares to earn-out shares(*) - All warrants restructured to reduce potential dilution by halfs - Azteca sponsor sold half of restructured warrants to Hemisphere for $1.17mm and WAPACine shareholders purchased these same warrants from Hemisphere for $1.17mm (exercisable into 1.17mm shares) - Special shareholder meeting was held on Apnl 4, 2013 to approve the transaction - 97% of the outstanding shares were voted in favor of the transaction and none against - 1,258.000 shares (512 6mm) were redeemed by public shareholders and 8,742.000 shares ($87.9mm) were unredeemed WAPA and Cinelatino overview - WAPA consists of the le