Mark Burnett Productions - Expanding Light-Entertainment Business

1. MARK BURNETT PRODUCTIONS Briefing Deck April 2008 – Confidential –

2. SPE is committed to building a leading light-entertainment business Acquisition of 2waytraffic provides strong international distribution Potential acquisition of Embassy Row expands the pipeline of formats Mark Burnett Productions (MBP) would bring critical mass to this business Brings creative strength based on a proven track record of developing hit shows Provides library value through its ownership stake in most shows (including Survivor and Apprentice) Generating roughly $60MM in EBITDA today We recommend submitting a non-binding LOI to acquire 50% of MBP at 10x 2008 EBITDA (roughly $580MM total value; $260MM to SPE) MB seeking to sell 50%; structure ensures he has an ongoing incentive to perform Until further diligence is completed, propose 10x 2008 committed earnings at close plus “true-up” to 10x actual EBITDA at end of 2008 Include an option to buy-out the remaining 50% at the lesser of an agreed multiple are market rate EXECUTIVE SUMMARY

3. MBP HAS A PROVEN TRACK-RECORD OF PRODUCING HIT SHOWS 2003-2007 EBITDA by Show • Mark Burnett is one of the most successful creators and producer of unscripted programming • 14 network series comprising 696 hours of programming aired-to-date • Franchise shows include The Apprentice, Survivor, and The Contender • 53 executive-produced TV seasons / cycles • Strong historical performance with attractive economics • Generated $448MM of net revenue and $273MM of EBITDA over last 5 years • License fees generally exceed production costs • Upside from product placement/sponsorships, EP fees, and int’l license fees • Healthy slate of existing shows and pipeline of new projects • 7 series on-air in 2007/2008 season • Expanding internationally and diversifying programming types (game shows, internet, etc) • $40MM in EBITDA commitments for 2008 [Call out that he owns formats and pioneered the sponsorship model] $281MM of Cume EBITDA* * Does not reflect non-show allocable EBITDA of ($8MM)

4. SPT has a limited presence in reality programming and is dedicated to building-out our business Broadens our production portfolio into a financially attractive genre Minimal overlap with our existing game shows (including potential Embassy Row acquisition) Provides rare opportunity to reach scale immediately Most other scale players are unavailable or too expensive (e.g., Endemol, Fremantle) 50% ownership structure keeps MB incented and reduces the cost of entry for SPT 2waytraffic increases capability to monetize MBP formats internationally MBP improves our ability to execute on formats licensed from international territories MBP IS AN EXCELLINT FIT WITH SPE’S RELALITY BUSINESS Strategic Fit w/ SPE Value to MBP [Please re-work this page: Fit is: We’re building a business, we have international distribution but need More shows to fill the pipeline Davies traditional, primary emphasis is on games (Pof10, Millionaire, Empire) with some demonstrated potential in Reality (Wife Swap) MBP is great in Reality (Survivor, Apprentice) with some demonstrated potential in Games (Are you Smarter). Together, they fill the pipeline] Risk and Mitigation is: A slimmed down version of what you have on your appendix page issues. Plus call out the real issue head-on and take a crack at placeholder response Risk: Potential internal competition between Davies and Burnett • As an independent TV producer, SPT would provide MBP greater distribution options and flexibility than a network partner • MBP would be the cornerstone of our light-entertainment business • Similar business models would ensure that SPT focus on maximizing the value of properties rather than feeding a distribution pipeline (e.g., sister broadcast network) • TV and digital are integrated within one division, making it easier for MBP to produce and distribute across multiple platforms

5. MBP Profitability HISTORICAL AND GO-FORWARD EBITDA ($MM)

6. MBP Profitability HISTORICAL AND GO-FORWARD EBITDA ($MM) 3 bars each year with two stacks 08: Low (commited/anticipated); medium (commited/anticipated); high (same) And so forth $65 $58 $57 $57 $55 $42 $31 $26 • EBIT Impact • On an EBIT basis, business is likely to be break-even or slightly better in the first year (due to initial amortization associated with committed earnings) • Years 2 and beyond will see increased EBIT contribution as amortization decreases • Accounting for 50% Stake • Line item equity accounting is more likely, SPE would reflect 50% of EBIT after amortization • Consolidation is preferable (100% of Revenues, Costs, and EBIT are reflected on SPE’s books); however we only receive this treatment if our 50% provides effective controle

7. Bid Structure and Implied Valuation They’re process; rationale for our bid; call out we want a buy-out option on remaining 50%\ COMBINE WITH ELEMENTS FROM NEXT PAGE Value Implication Based on their Base Case Commited (List Shows) Say $43 Cash at Close 215 50% x 10x Anticipated (List Shows) Say $13 At EOY CY08 65 50% x 10x Total Paid 280 Implied Total Value 560

8. MBP has engaged Bear Stearns to sell 50% interest in company Shopping to limited buyer pool (3-4 companies) Non-binding LOI likely due next Friday (4/25) Preliminary valuation guidance was +$500MM Due to timing constraints and limited information on financial forecasts, we recommend a “structured” bid Purchase price to be lesser of a multiple on (i) 2007 EBITDA or (ii) average three-year forecasted EBITDA Recent comps have been in the range of 8x to 12x EBITDA We recommend a 10x multiple, yielding a total estimated purchase price between $500MM and $600MM ($250MM to $300MM to SPE) Will include option to purchase second half of company ACQUISITION STRATEGY BASED ON EBITDA MULTIPLE STRUCTURE * Capped at 10x 2007 EBITDA

9. POTENTIAL DEAL TIMING

10. Appendix

11. RISKS MITIGATIONS RISKS AND MITIGATIONS

12. HISTORICAL REVENUES BY TYPE Comments • Generated $448MM in net revenues since 2003 • License Fees average 112% of Production Costs • Sponsorships represent 25% of net revenue over past 5 years • Average EBIT margin of 61% (based on net revenues) • 2007 includes $10MM in “consulting” revenues - TBD

13. HISTORICAL EBITDA RECONCILIATION BY SHOW

14. FINANCIAL SENSITIVITIES Committed EBITDA by Show Case Build-Up + =

15. [To be updated by Corp Dev] COMPARABLE TRANSACTIONS European Transactions Domestic Transactions [Add Shine buys Reveille at 12x, let’s see if we get anything from Bear Stearns]