190
MEDIASET ESPAÑA COMUNICACIÓN, S.A. AND SUBSIDIARIES
BUSINESS OUTLOOK
The Group’s business is dependent on national private consumption, and as such, in 2013 will not be able to separate
itself from the overall macroeconomic environment and related indicators. As discussed in this Management Report,
despite the fact the there a reasonable expectations that towards the end of the year Spain will begin to experiment the
first signs of economic recovery after nearly five years of a deep recession without precedent in recent decades, this is
not to say that in 2013 (particularly during the first six months) basic economic indicators such as unemployment and
consumption will not continue to be big concerns.
As regards free-to-air television, a sector in which the Group was pioneer and is still consolidating its presence, it should
continue forging a strong presence based on a more rational use and transparency, making it more easily adaptable to
the demands of the economy as well as the situations presenting themselves when expected recovery arrives.
Available data onTV consumption and its share of the total advertising income pie indicate that the sector has undergone
a crisis brought on by the economic recession; however, structural factors remain solid.
Within this context of the concentration and consolidation of operators, the Company’s business strategy will be
focused on how to maintain its strong lead, in both terms of audience as well as advertising market, while being fully-
adapted to the environment which affects cash generation as well as its cost structure, in order to protect its financial
margins as well as foster growth once the economy makes it possible to do so.
As far as its programming lineup is concerned, the Company will continue to support genres which have traditionally been
popular, thereby making it the indisputable leader of the market; it will also continue with its strategy of diversification,
focusing on the different audience to which the family of channels is tailored. Also, it will endeavor to better position
each channel in advertising terms, while remaining cognizant of sporting events which, in an increasingly-fragmented
market, are very popular and attract large audiences. All this will take place with close supervision of acquisition costs
and attention to advertising opportunities, which are key to obtaining economic benefits, as well as a relevant goal within
our programming strategy and commercial operations.
A final first-line goal is to maintain a solid financial and equity position (while remaining virtually debt-free), thereby
making it possible to objectively and independently consider operational and business opportunities as they arise within
the context of the current ever-changing environment, while bolstering the Company’s competitive edge in the face of
the high financial leverage which affects the majority of the companies competing in its sector.
RESTRICTIONS ONVOTING RIGHTS
There are no legal or bylaw stipulated restrictions on exercising voting rights. Each share carries one vote.
SHAREHOLDER AGREEMENTS
Shareholder agreements in force are those included in the “Significant event” notice filed by the Company with the
National Securities Exchange Commission (CNMV) on February 8, 2011, reproduced below:
Through this communication we inform of the clauses restricting the transfer of shares or relating to the exercise of
the right to vote at the General Meetings that are included in the Integration Agreement and the Option Agreement
entered into between Mediaset España Comunicación, S.A., Prisa Televisión, S.A.U. (“Prisa Televisión”) and Promotora
de Informaciones, S.A. (“Prisa”), as listed and described in Mediaset España Comunicación, S.A. Prospectus approved
and registered by the National Securities Market dated November 18, 2010 and January 25, 2011 (the “Prospectus”):
1...,180,181,182,183,184,185,186,187,188,189 191,192,193,194,195,196,197,198,199,200,...201