Deal Update

March 18, 2007

2

Executive Summary

• We believe Veronis Suhler Stevenson has a minimum sale price range of $185-215M– $185M yields an IRR of 30% for VSS and below this threshold the MIP is not fully vested– $215M yields an IRR of 40% and an additional bonus payment of $3M to ITN management

• Under previous ITN economic forecasts the EBITDA multiple required to meet VSS minimum price was prohibitive

– Providing an IRR of 30% to VSS in Q4 ’07 required acquiring ITN at 11x 2007 EBITDA ($175M)– Unlikely that an 11x EBITDA acquisition would have been approved by Tokyo as ITN delivered

2007 EBITDA of $16M against a forecast of $22M

• Improved ITN profitability has created a window of opportunity for VSS to exit at an acceptable IRR and for SPT to gain control at a reasonable EBITDA multiple

– Based on 2008 EBITDA forecasts, the perceived minimum acquisition price of $185M represents 7.2x EBITDA

– Given the uncertainty associated with future ITN cash flows VSS may elect to exit the business

*Unless noted, IRR figures calculated based on July 2008 transaction

• Should SPT choose to pursue an acquisition of ITN:– Upon SPT notifying VSS of intention to acquire SPT receives a 30 day “first look” right of

negotiation before VSS can engage a third party– VSS is under no obligation to sell to SPE– If VSS sells to a third party customary drag along rights will apply to SPT

Please make this page 1

3

Implied EBITDA Multiples

5.30x

10.9x

11.9x

0.00x

2.00x

4.00x

6.00x

8.00x

10.00x

12.00x

14.00x

Pay Debt Only at $84.2M 30% IRR to VSS at$175.1M

40% IRR to VSS at$190.3M

EB

ITD

A M

ult

iple

Under Previous ITN Economic Forecasts the EBITDA Multiple Required to Meet VSS Minimum Price was Prohibitive

Bank Case and Actual/Q4 '07 Projected EBITDA

30.6

20.0

22.0

24.025.0

27.0

30.6

17.116.0

18.0

20.321.6

14.0

16.0

18.0

20.0

22.0

24.0

26.0

28.0

30.0

32.0

2005A 2006A 2007A 2008 2009 2010

EB

ITD

A

Bank Case Actuals/ Q4 '07 Proj.

• 2006 actual EBITDA missed bank case projections by 16%

• 2007 Actual missed target by 27%

• Given this underperformance, acquiring ITN at the end 2007 would have required paying 10.9x EBITDA--more than twice the original acquisition multiple

5.30x 10.9x 11.9xEnterprise Value 84.2 175.1 190.3Net Debt 84.2 84.20 84.20VSS 0.00 65.22 72.88Sony 0.00 12.45 13.91Other Equity/Warrants 0.00 3.69 5.60Connors MIP 0.00 1.84 2.80Other MIP 0.00 6.93 8.53VSS IRR 0.00 30% 40%Sony Cash Purchase Price 84.20 162.62 176.40

EBITDA Multiple

Conform to prior page so scale looks same

1 decimal

Pls give me one copy of the old analysis

4

Implied EBITDA Multiples (Based on Revised 2008 Projections)

3.0x

7.2x

8.3x

0.0x

2.0x

4.0x

6.0x

8.0x

10.0x

12.0x

Pay Debt Only at $79.1M 30% IRR to VSS at $185.9M 40% IRR to VSS at $215.2M

EB

ITD

A M

ult

iple

Improved ITN Profitability has Created a Window of Opportunity for VSS to Exit at an Acceptable IRR and for SPT to Gain Control at a Reasonable EBITDA Multiple

Bank Case and Actuals/ Q1 '08 Projected EBITDA

30.6

17.116.0

26.1

30.6

20.0

22.0

24.025.0

27.0

14.0

16.0

18.0

20.0

22.0

24.0

26.0

28.0

30.0

32.0

2005A 2006A 2007A 2008 2009 2010

Actuals/ Q1 '08 Forecast Bank Case

• Revised ITN Q1 ’08 forecast suggests 2008 EBITDA will outperform bank case projections by 9%

• Projected 2008 EBITDA reduces the EBITDA multiple required to ensure a 30% IRR for VSS from 10.9x to 7.2x

• VSS may view current performance improvement as an opportunity to exit a business with inconsistent cash flows at an attractive IRR

3.0x 7.2x 8.3xEnterprise Value 79.1 185.9 215.2Net Debt 79.1 79.1 79.1VSS 0.00 74.4 86.2Sony 0.00 14.2 16.5Other Equity/Warrants 0.00 5.4 10.9Connors MIP 0.00 2.7 4.2Other MIP 0.00 9.3 15.0VSS IRR 0.00 30% 40%Sony Cash Purchase Price 79.10 171.68 198.79

EBITDA Multiple

5

ITN Waterfall Distributions Overview

• First, Pay off Debt

• Second, to the Investors with respect to the Series A units in an amount equal to invested capital;

• Third, $500,000 to ZM which is to be treated as Series A invested capital

• Fourth, to the Investors with respect to the Series A units, an 8% per year return on investment, compounded annually (with ZM’s $500,000 being deemed invested capital);

• Fifth, to the Series C unit holders, up to 3.2% of the balance of the available cash (note: these are the “warrants” with respect to the subordinated debt);

• Sixth, to the management group* an “equity value payment” calculated as follows: (1) if realized equity value is less than or equal to $300MM, 2% of such equity value; (2) if realized equity value is $300MM-$400MM, 2% of such equity value plus 1 basis point for each $1MM of realized value over $300MM; and (3) if realized equity value is greater than $400MM, 3% of such equity value;

• Seventh, 90% to the Series A Investors and 10% to Series B unit holder until the Series A Investors have received an aggregate of 2X their invested capital by reason of the distributions pursuant to clauses First through Seventh; provided that up to 28% of the Series A Investors’ distribution pursuant to this paragraph will be reallocated to the MIP; An additional payment of $3MM is distributable to the management group upon reaching a 40% IRR for Series A Investors

• Eighth, 80% to the Series A Investors and 20% to ITN (Series B unit holder); provided that up to 28% of the Series A Investors’ distribution pursuant to this paragraph will be reallocated to the MIP.

• Distributions to the MIP as described above occur only upon a Liquidation Event.

*Individual management members excluding Connors