Mediaset S.p.A.: approval for First Half results 2016. Measure to protect the company's interests due to contractual violations by Vivendi.

PRESS RELEASE

Mediaset Board Meeting 28 July 2016

The Board of Directors of Mediaset, which met today under the Chairmanship of Fedele Confalonieri, was informed about recent events connected to contractual violations by Vivendi (Press Release of 25 July 2016) and examined the plan of action put in place to protect the company's interests.

The Board noted the communication made by the management and resolved to reject the alternative proposal put forward by Vivendi on the grounds that it is incompatible with the binding contract already signed by the two parties.

As a result, the Board authorised the adoption of all necessary measures to ensure the respect for the original terms of the contract by Vivendi and, should such terms not be met, to proceed with any legal action, both civil and event criminal, to defend and protect the interests of the company.

The Board then proceeded to approve the company's report for the first half of 2016.

Mediaset Group: financial highlights Net revenues: €1,870.6 million

The Mediaset Group ended the first half of 2016 with a confirmation of the positive trend in revenues across all the main lines of business already seen in the first quarter of the year.

Despite persistent volatility in the market and an extremely complex economic scenario, Mediaset's advertising revenues in Italy remained positive for the fourth consecutive quarter. Spain also saw a continuation of the ongoing expansion of advertising revenues generated by Mediaset España.

As a result of this positive performance, the Group's consolidated results showed an improvement compared with the budget both in Italy and in Spain. Despite a foreseen increase in costs, from Q3 2015, for the acquisition of premium television sports rights (including a three-year exclusive for the Champions League) for the 2015-2016 season. These rights are helping to ensure the continued growth in the client base and the average revenues of Premium in line with the forecasts outlined in the three-year plan drawn up before the acquisition of such rights.

The Group's performance can be summarised in the following results (*):

• Net revenues amounted to €1,870.6 million, a marked rise compared with the

  €1,721.1 million of the first half of 2015. In Italy, total revenues came to €1,349.7

  million, compared with €1,243.7 million in the same period last year. In Spain revenues came to €521.6 million, compared with €478.5 million in 2015. Advertising revenues in both countries were positive in the period. In Italy, gross TV advertising revenues totalled €1,048.8 million compared with the

  €1,011.0 million of the first half of 2015 (+3.7%). The rising trend in advertising sales was particularly parked in the second quarter, recording 4.6% on the same period of 2015. On the basis of the most recent available data from Nielsen, in the first five months of the year Mediaset's advertising revenues grew by 4.5% compared with the same period of 2015, in the context of growth in the overall advertising market of just 2.7%.

  In Spain, where the economic recovery is more established, gross television advertising revenues came to €508.0 million, compared with €473.2 million in the same period of the previous year (+7.3%).

• The Group's EBIT for the period amounted to €97.3 million, compared with €137.0 million for the same period of last year. In Italy EBIT came -€52,8 million, compared with €26.5 million in 2015. While in Spain the figure rose to €150.1 million, compared with €111.0 million the previous year.

• The consolidated net result for the period came to -€27.8 million, compared with

  €24.2 million for the same period of 2015.

• One-off cash payment. In the second quarter of 2016 a one-off cash payment was made - entirely and uniquely related to the signing of the contract with Vivendi - of €34.6 million.

• Net financial debt went from €859.4 million on 31 December 2015 to €959.1 million on 30 June 2016. The change was due to the investment, in the first quarter of the year, of €91.4 million to increase the controlling stake in Mediaset España through the completion of a share buy-back programme made by the company. To this should be added expenditure for a total of €106.1 million related to the distribution of dividends by Mediaset SpA and Mediaset España and the aforementioned cash payment for the completion of the Vivendi contract. Characteristic cash generation by the business in both Italy and Spain amounted to a total of €152.8 million.

• TV reatings. In the first six months of 2016 Mediaset's channels confirmed their net leadership in the commercial target, both in Italy and Spain.

In Italy, Mediaset is the market leader among the audience in the 15 to 64 age-range with a 33.7% share in the 24 hours. Canale 5 is Italy's most popular channel in the commercial target, both in prime time (16.8%) and in the 24 hours (16.5%).

In Spain, Mediaset España's TV channels confirmed their absolute leadership in the 24 hours with a 30.5% share. Telecinco remains Spain's most popular channel across the whole day with a 14.6% share.

of Mediaset Premium to the consolidated results is booked in this Half Yearly report under "Operating activities", in line with the interim and annual report of 2015. The results of the business in the 1st Quarter Report 2016, meanwhile, were, on the basis of the binding agreement signed between Mediaset and Vivendi on 8 April 2016, booked separately and classified, pursuant to IFRS5 as "Activities destined for sale".

FORECAST FOR THE YEAR

In Italy, the trend in advertising revenues for the Group is expected to remain positive also in the third quarter, despite the impact in July and August of important international sports events (the finals of the European Football Championship in the first half of July and the Olympic Games in August) broadcast by our main competitors.

In September, advertising sales are expected to benefit positively from the launch of the new autumn television season, which will feature a renewed and further reinforced offer by Mediaset.

The consolidated results in the second half of the year are expected to show television costs more in line than in the same period of 2015 due to the continued offer of the Mediaset Premium sports content, as well as benefitting from a further increase in characteristic revenues for pay-TV services and the positive contribution of the results generated by Mediaset España.

These positive factors could be negatively impacted both by delays in decisions regarding the operations of Mediaset Premium - caused by the interim management due to the respect of the terms of the contract with Vivendi - and by commercial and operational decisions by Vivendi not foreseen in the original budget of Mediaset Premium.

From the beginning of July also the companies belonging to the RB1/Finelco Group will be fully consolidated, though this is not expected to have a significant effect on the Group's margins in the second half of the year.

The executive responsible for the preparation of the Mediaset S.p.A. accounts, Luca Marconcini, declares that, as per para. 2 art. 154-bis, of the Single Finance Bill, that the accounting information contained in this press release corresponds to that contained in the company's books.

Cologno Monzese, 28 July 2016

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(*) The reclassified figures in the interim report on operations, are not subject to verification by the auditors