ITN Briefing

May 6, 2008

2

Background

• In July 2006 SPT and Veronis Suhler Stevenson (VSS) acquired ITN at a total value of $156MM– 78% acquired by VSS for $43.7MM – 15% acquired by SPT for $8.4MM – 5% allocated to ITN management– 2% allocated to Zelnick Media – $100MM of debt ($80MM term, $20MM subordinated)

• Since acquisition, we have been evaluating the feasibility and potential timing for SPE to buy-out VSS’s stake in ITN

• In order for an acquisition to be justified, ITN needed to successfully navigate a downturn in the business and return to growth

• In the last six months, ITN has strengthened the business and dramatically increased profitability– Acquisition case anticipated a decline from historic profitability due to the loss of Procter and Gamble,

one ITN’s largest buyers – This decline was initially greater than anticipated, but the businesses has since rebounded and is now

expected to outperform projections in 2008

• With the businesses on an upswing, we recommend the following next steps to determine the feasibility of a full acquisition of ITN by SPE– Validate VSS likely value expectations (preliminary analysis implies a minimum price of $185-$215MM)– Conduct financial diligence, confirming if profits will continue to trend upward – If the results of this analysis are positive, formally exercise our right of first negotiation

3

5.3x 10.9x 11.9xEnterprise Value 84.2 175.1 190.3Net Debt 84.2 84.2 84.2VSS 0.0 65.2 72.9Sony 0.0 12.5 13.9Other Equity/Warrants 0.0 3.7 5.6Connors MIP 0.0 1.8 2.8Other MIP 0.0 6.9 8.5Series A IRR 0.0 30% 40%Sony Cash Purchase Price 84.2 162.6 176.4

EBITDA Multiple

Bank Case and Actual/Q4 '07 Projected EBITDA

26.0

32.3

24.1

36.3

33.6

30.6

20.0

21.923.5

25.226.0

32.3

24.1

36.3

33.6

30.6

17.216.0

18.0

20.3

27.1

21.6

14.0

19.0

24.0

29.0

34.0

39.0

2000A 2001A 2002A 2003A 2004A 2005A 2006A 2007A 2008 2009 2010

EB

ITD

A

Bank Case Actuals/ Q4 '07 Proj.

Implied EBITDA Multiples

5.3x

10.9x

11.9x

0.0x

2.0x

4.0x

6.0x

8.0x

10.0x

12.0x

14.0x

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

As ITN Navigated a Downturn, Projections Were Increasingly Conservative and the Multiple Required to Meet VSS Minimum Price appeared Prohibitive

• 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

Note: IRR figures calculated based on 12/31/07 transaction close

4

3.0x 7.2x 8.3xEnterprise Value 79.1 185.9 215.2Net Debt 79.1 79.1 79.1VSS 0.0 74.4 86.2Sony 0.0 14.2 16.5Other Equity/Warrants 0.0 5.4 10.9Connors MIP 0.0 2.7 4.2Other MIP 0.0 9.3 15.0Series A IRR 0% 30% 40%Sony Cash Purchase Price 79.1 171.7 198.8

EBITDA Multiple

Bank Case and Actuals/ Q1 '08 Projected EBITDA

26.0

32.3

24.1

36.3

33.6

30.6

20.0

21.923.5

25.226.0

32.3

24.1

36.3

33.6

30.6

17.216.0

26.1

27.1

14.0

19.0

24.0

29.0

34.0

39.0

2000A 2001A 2002A 2003A 2004A 2005A 2006A 2007A 2008 2009 2010

EB

ITD

A

Bank Case Actuals/ Q1 '08 Forecast

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

14.0x

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

If Recent Profit Improvements Signal Further Growth, This May be an Appropriate Time to Buy-out VSS at a Reasonable Multiple

• 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

Note: IRR figures calculated based on 6/30/08 transaction close