WorldLink Acquisition Opportunity March 2009

1 SPT continues to explore acquisitions that support SPE’s overall objectives and drive growth in our core business lines – Diversify SPE’s revenue streams and increase margins through adjacent business lines – Continue to grow our $220MM ad sales business by expanding third-party inventory WorldLink is a high margin business that complements our ad sales growth strategy - Has contracts in place to represent direct response inventory for a wide range of networks - Generates EBITDA margins of roughly 30% (CY2008 Revenues: $9.6MM, EBITDA: $2.8MM) We are seeking approval to submit a non-binding LOI to acquire WorldLink for $14MM plus an earn-out of up to $4MM - Base case forecast implies a $20MM valuation - Base case IRR (with a $14MM purchase price) is roughly 40% Executive Summary

2 Expand third party representation Explore acquisitions to expand advertising footprint Maximize interest in Dr. Oz in advance of up-fronts with product integrations and sponsorships Identify ways for traditional and digital ad sales teams to collaborate on cross-platform buys Make effective use of C3 ratings and Nielsen Fusion data to demonstrate effectiveness of SPT shows Leverage growth in emerging platforms through PSN and building a cross-Sony network Grow product integration for digital and traditional Acquiring WorldLink Would Support Our Strategic Objectives SPTAS Strategic Objectives for FY09

3 WorldLink Is A Leading Independent Direct Response Market Rep Firm Overview/Business Model WorldLink % of Gross Receipts by Media Outlet WorldLink % Gross Receipts by Inventory Type Founded in 1997 by Toni Knight Provides direct representation services to a cross-platform network of media outlets – DR / infomercials represents ~97% of WorldLink revenues – Operates across 8 media outlets including regional sports networks, national cable, national broadcast, national syndication, and U.S. Spanish language Average commission of 6.6% on gross receipts Offers fulfillment services to D.R. vendors and accounting services to network clients via a proprietary platform Media outlets serviced include regional sports networks, broadcast, local, espanol, national, syndication, and international

4 WorldLink has Grown Consistently Over its History Potential growth areas include: Full power broadcast stations National Cable Networks (WorldLink’s current market share is 2%) Hispanic Networks

5 From 2004 through 2007, WorldLink revenues grew 4-5% annually 2008 decline in revenues due in part to taking one network off-line in Q3 due to performance problems at the network level; Q4 revenues increased from Q3 EBITDA margins have been consistently in the 30% range WorldLink Historical Financials (1) EBITDA and EBIT figures do not include owner’s compensations WorldLink Consistently Generates High Margins

6 Direct Response is a Potential Growth Category in a Challenging Ad Sales Environment Direct Response is a meaningful and growing segment of TV advertising - As of 2007, direct response TV was a $3.8BN industry (~6% of total TV advertising) - As a category, direct response represents 15-26% of inventory exposure for top-tier cable channels, including Discovery, Viacom, and Time Warner networks - Direct response ad spend increased 4% on national TV networks and 15% on Spot TV over the 1 st nine months of 2008 Direct response provides advertisers with a high ROI, which is increasingly attractive during an economic downturn –Marketers are increasing their focus on direct response because it offers a measurable return on investment at a lower unit price Decreased spending by traditional TV advertisers is presenting an opportunity for direct response - Direct response TV advertising seeing increase in primetime cable and broadcast programming - Cash4Gold launched first-ever direct response Super Bowl ad in As a category, direct response (TV, mail, other) expected to increase 3.5% in 2009 Sources: eMarketer, 2008; NY Times, 2009; Direct Marketing Association, 2008; Merrill Lynch, 2008; Morgan Stanley 2008

7 Stand-Alone Value Benefits to SPTAS 3 rd Party Rep Business Upside Opportunity Base case suggests WorldLink is worth approximately $20MM on a stand-alone basis - From 2004 to 2008, revenues grew 5% annually with EBITDA margins in the 30% range Expands current customer base active clients including cable networks, MSOs, and content owners - Average customer has been with the company for ~6 years to-date Diversifies ad inventory to hedge against ad market fluctuations Representing third party networks (e.g., the Golf Channel) is one of the best ways to leverage the investment made in our ad sales organization However, securing 3 rd party business with our focus on general rate advertising is challenging - Smaller networks seek our services but represent a small return on investment - Once networks reach scale they bring their general rate ad sales in-house By contrast, both large and small networks typically outsource Direct Response advertising WorldLink would provide additional resources (people, infrastructure) and relationships to help grow our 3 rd party rep business At a minimum WorldLink will generate $250K in EBIT from SPT 3 rd party business that would otherwise be lost Potential for SEL to use DR as a cost-effective medium to expand brand message WorldLink represents inventory on emerging platforms like online networks and Hispanic networks that could provide opportunities for future growth Potential for WorldLink to represent 2waytraffic’s domestic DR inventory WorldLink is Economically Attractive and a Strong Strategic Fit

8 3 Year EBITDA Impact3 Year EBIT ImpactNPV Recommended World Link Deal Structure Headline Structure Up to $18MM total consideration – $14MM cash at close for 100% of the Company – $2MM of earn-outs tied to performance of her “core business” – $2MM of earn-outs tied to growing revenue with clients we give her to manage (e.g., Tennis Channel) Founder would be subject to a 3 year employment agreement – Use employment agreement as opportunity for knowledge transfer and reduce operational risk NOTE: Excludes synergies

9 World Link Earn-out Structure (in addition to $14MM cash at close) Cash at Close Earn-out on Core Business Other Items to Note Up to $2MM structured as 50% of each dollar above 2008 EBITDA of $2.8MM up to a cap If WorldLink hits it’s forecast, the earn-out is almost fully paid – $500K potential in 2009 (50% of each dollar b/t $2.8MM and $3.8MM) (forecast: $3.7) – $500K potential in 2010 (50% of each dollar b/t $2.8MM and $3.8MM) (forecast: $4.1) – $1MM potential in 2011 (50% of each dollar b/t $2.8MM and $4.8MM) (forecast: $4.7) If we choose to have World Link manage a portion of our 3 rd party business (e.g., Tennis Channel) she receives 10% of growth in revenues over 2008 levels – Assuming a 30% margin; 10% of revenues is effectively a 33% profit share (on growth only) Giving clients to Toni to manage is entirely in Sony’s discretion Earn-out on SPT 3 rd Party Business Revenues from our existing 3 rd party business would be excluded from the “core business” EBITDA calculation If Toni is forced to hire new resources to service our existing 3 rd party business, she will want them excluded from her “core business” calculation. This will be difficult unless staff is directly tied to specific accounts

10 Appendix

11 Deal Economics by Case – Before Synergies

Quarterly P&L (1) Represents Y/Y growth for FY totals (2) EBITDA and EBIT do not include owner’s compensation

13 # of Active Clients 1 Renewal Clauses National Regional Syndication International 4.6 U.S. Spanish Language Local Avg. Remaining Contract Term (months) Most contracts subject to 1 – 2 year evergreen renewals Renewal provisions N/A; 10 additional clients currently in the renewal process Most contracts 1 year or less; significant number of opt out provisions Most contracts subject to 1 – 2 year evergreen renewals Most contracts subject to 1 – 3 year evergreen renewals Avg. Client Retention to Date (years) 1) # of active clients represents contracts not in the process of renewal; including potential renewals, active client totals are National (18), Local (23), Regional (39), Syndication (14), U.S. Spanish Language (16), and International (15). Total active clients excluding renewals is 104 and including potential renewals is 125. Summary of Customer Contracts by Market

14 World Link Deal Structure Considerations The “Pitch” to Toni The Implications for Sony Sony is willing to pay up to $18MM for her company We will pay $14MM at close and bear all the risk if her business declines due to market forces The next $2MM should be easily attainable and entirely in her control, she just needs to hit forecasts The final $2MM is in our joint control. But if she demonstrates capacity to grow, it’s almost a windfall to her (we’re handing her live clients to manage) $14MM is a reasonable price in this market – Base case DCF supports a value of $20MM – Downside DCF supports $14MM even with business declining 3-5% each year – At 5x trailing EBITDA, we’re in-line with public ad agency comps (excluding any control premium) $16MM if she hits forecast is also a good price for us – DCF of her forecast values the company at $28MM $2MM potential earn-out on 3 rd party business we ask her to manage requires her to drive significant growth to fully earn-out – To fully earn, she needs to drive roughly $7MM of revenue growth each year ($7MM growth x 10% = $700K earn-out per year X 3 years = $2MM)

15 WorldLink Comparable Company Analysis – 2008 Trailing (1) As of market close January 29, 2009

16 There are no true publicly-traded comps for WorldLink – Available comps are diversified advertising agencies that may/may not include a DR business We believe a comparable trailing multiple for WorldLink would be slightly less than the global average of 5.6x – Only two domestic comps with one significantly underperforming A premium of up to 30% for control would apply; however, this premium would be partially offset by a discount for lack of scale and illiquidity An additional adjustment to account for WorldLink’s focus on DR may be appropriate; however, the degree and magnitude of the adjustment is uncertain Based on the above, a multiple in the range of 5-7x and a trailing EBITDA of $2.8MM yields a fair value of between $14 and $19MM A terminal multiple of 6x was applied to DCF analysis Rationale for Trailing and Exit Multiple

17 Deal Economics by Case – After Synergies

18 Networks Outsource Their Direct Response to WorldLink to Both Increase Revenue and Decrease Cost Increased Revenue WorldLink’s strong relationships with more than 100 advertising agencies allow offer networks a level of reach and exposure that is difficult to replicate with an internal DR staff By increasing the pool of potential advertisers WorldLink is able to grow revenue beyond what is possible as a stand-alone network Decreased Costs Outsourcing DR sales to WorldLink allows networks to reduce headcount and focus remaining staff on delivering growing general rate advertising