FOR ILLUSTRATIVE PURPOSES ONLY ATTORNEY-CLIENT PRIVILEGED page 1 Spider-Man Merchandise Rights Sale Payments for SPE’s 25% interest in Spider-Man merchandise revenue have been greater than payment for Marvel’s 5% interest in gross film revenue If, for illustrative purposes only, we estimate the NPV of SPE’s interest at $305MM and the NPV of Marvel’s interest at $55MM, a “Gross Payments Deal” could have been structured as follows: –Marvel could have paid SPE $305MM at close. This amount would be recognized as income by SPE –SPE could have paid Marvel $55MM at close. This amount would need to be recognized by SPE as the purchase of an asset, a prepaid participation in this case –The net cash to SPE would be $250MM The agreed upon deal was structured as a “Net Payment Deal” with an effective swap of interests –SPE is entitled to payments with an NPV of $250MM (under the negotiated deal this would be composed of (1) $175MM at close plus (2) “per film” payments of up to $35MM per film, with an estimated NPV of $75MM for the purposes of this illustration) –In this illustration, SPE effectively forgoes $55MM of cash. As in a “Gross Payments Deal,” SPE will account for this $55MM as an asset, a prepaid participation in this case

FOR ILLUSTRATIVE PURPOSES ONLY ATTORNEY-CLIENT PRIVILEGED Spider-Man Merchandise Rights Sale – “No Deal” Scenario To SPE $305MM NPV (Paid over time) Cash payments are made to SPE for so long as SPE continues to retain rights (with an estimated NPV of $305MM for the purposes of this illustration). SPE recognizes these payments as income as earned To Marvel ($55MM) NPV (Paid over time) Cash payments are made to Marvel for so long as SPE continues to retain rights (with an estimated NPV of $55MM for purposes of this illustration). SPE recognizes these payments as expenses as film revenues are earned Nets $250MM NPV to SPE page 2 Values below are for illustrative purposes only

FOR ILLUSTRATIVE PURPOSES ONLY ATTORNEY-CLIENT PRIVILEGED Spider-Man Merchandise Rights Sale – Theoretical “Gross Payments Deal” (For Illustrative Purposes. Not the Negotiated Deal) To SPE $305MM at close (1) Upfront cash payment of $305MM would be recognized as income by SPE To Marvel ($55MM) at close Nets $250MM to SPE Upfront cash payment of $55MM would be recognized by SPE as a prepaid film participation asset and expensed as related film revenues are earned Gross Payment #1: $305MM Gross Payment #2: $55MM page 3 Values below are for illustrative purposes only Note: A single upfront payment is shown for simplification purposes only. In the negotiated deal (next page), Marvel required the payment be broken into two pieces (“at close” and “contingent”) to mitigate their risk

FOR ILLUSTRATIVE PURPOSES ONLY ATTORNEY-CLIENT PRIVILEGED Spider-Man Merchandise Rights Sale – “Net Payment Deal” Scenario To SPE $175MM at close Upfront cash payment of $175MM recognized as income at close $75MM NPV (over time) To SPE $55MM is still recognized as a prepaid film participation asset by SPE despite SPE and Marvel foregoing exchange of cash SPE needs an asset to account for $55MM in cash it would have received in a “Gross Payments Deal” Note: $55MM is illustrative and actual value recognized could vary $55MM To SPEE Nets $250MM NPV to SPE page 4 Contingent “per film” payments recognized as income in the future films are released (with an estimated NPV of $75MM for purposes of this illustration) Net Payment: $250MM Accounting for Prepaid Asset Values below are for illustrative purposes only