Investor Presentation • Mar 22, 2022
Investor Presentation
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Grupo PRISA Chairman

Education Leading K-12 Ed-Tech platform in LatAm
Prisa Media Largest Hispanic Media House
Managed by experts in the know-how of each business


In 2021, we have focused on securing the stability of the Group for the years ahead



Heavy chain of command with duplicity of managers





Lean chain of command

New culture focusing on savings, deleveraging and business growth
| 01 | 02 | 03 | 04 | 05 |
|---|---|---|---|---|
| FINANCIAL STABILITY |
FOCUS | GROWTH | BEST-IN CLASS |
ESG |
| · Extended runaway of 5 years · Lenders supporting business growth · Increased flexibility with ability to grow |
· Well defined perimeter (Education & Media) · Accountability · Renewed culture |
· Mainly organic · Accelerating digital · Content innovation |
· Leading position across businesses · Strong Brands · Global Platforms |
· Robust solid commitment 5 main strategic SDGs · Tangible objectives to meet commitments |
Grupo PRISA CFO
NEW FINANCING STRUCTURE PROVIDING STABILITY TO FOCUS ON BUSINESS PLAN EXECUTION DURING THE NEXT 5 YEARS


| TRANCHE | QUANTUM(1) | MARGIN | MATURITY |
|---|---|---|---|
| · Super Senior | c. 160 M€ + 80 M€ RCF | E+5.00% Cash | JUN-26 |
| · Senior | c. 575 M€ | E+5.25% Cash | DEC-26 |
| · Junior | c. 185 M€ | E+3.00% Cash + 5.00% PIK | JUN-27 |
| TOTAL | c. 920 M€ | Blended E+5.94% | - |
(1) Debt quantum assumes funding as of 31 March 2022, includes applicable OIDs.
Million euros

(1) Blended cost of debt from 31 March 2022 until 30 June 2026. For the former financing, blended cost assumes Company's current debt is extended until June 2026 at current terms. (2) Excludes warrants issued by Shareholders.
Former financing New Financing

| 2022 | 2023 | 2024 | 2025 | |
|---|---|---|---|---|
| Former Financing | 8.10x | 4.25x | 4.25x | n.a. |
| New Financing (1) | n.a. | 7.90x | 6.25x | 5.50x |
| Increased headroom |
● Significant margin step-up and covenant compression to incentivise capital increase or material M&A divestiture
(1) Cost of debt reduction achieved through potential repayment of Junior tranche ahead of Super Senior and Senior tranches under certain circumstances.
| FORMER FINANCING | NEW FINANCING | ||
|---|---|---|---|
| PERMITTED DISPOSALS |
Restrictive regime subject to consent from majority lenders |
Flexible if conducted at Fair Value and with >80% of consideration in Cash |
|
| REINVESTMENT OF PROCEEDS |
Proceeds from divestitures fully allocated to debt prepayment |
Ability to reinvest first 75 M€ of proceeds in the business, decreasing prepayment ratchet thereafter |
|
| PERMITTED ACQUISITIONS |
20 M€ basket for Santillana + 20 M€ basket for Media |
Flexible subject to proforma leverage ratios |

(1) HoldCo gross debt assumes refinancing implemented as of 31 March 2022 (incl. OIDs and accrued PIK interests since 31-Dec-21 until 31-Mar-22), rest of metrics as of 31 December 2021.
(2) Ratio calculated based on covenant EBITDA definition as per current financing agreements (i.e. excluding severance costs, minority interest in Prisa Radio (20%), MIP expenses and pension plan expenses).
03
PRISA Media CEO




WE OPERATE ACROSS MAJOR SPANISH SPEAKING REGIONS IN PRESS AND RADIO…
Addressable Spanish – speaking population > 500M GDP Radio Trillion USD Press REST OF LATAM (1) COLOMBIA CHILE MEXICO HISPANIC USA SPAIN Population Millions 51.0 0.3 19.7 0.3 129.0 1.3 62.3 n.a. - 213.8 1.4 - 47.2 1.4 Our presence – Addressable Markets
Source: IMF – World Economics Outlook Oct 2021, Instituto Cervantes 2021. Note 1 – Considers Argentina, Bolivia, Costa Rica, Guatemala, Honduras, Ecuador, Nicaragua, Panama, Paraguay, Puerto Rico, Peru, El Salvador, Uruguay, Venezuela. Note 2 – Mexico's results accounted for as equity method Prisa Media earning results
…THROUGH A PORTFOLIO OF PREMIUM BRANDS AROUND NEWS, SPORTS & ENTERTAINMENT AND MUSIC


WE CURRENTLY MANAGE OVER >230M MONTHLY UNIQUE DIGITAL USERS AND >23M DAILY NON-DIGITAL USERS WORLDWIDE…

02
Source: Prisa Media as of Feb 2022, EGM Laborables (2021), Ipsos Media CT, ECAR. Note 1 – Monthly average values. Note 2 – Digital Users understanded as unique (different) browsers. Note 3 – Daily average values. Note 4 – Digital Subscribers as of Jan 2022. Note 5 – EP, As & Cinco Días dup. daily readers (EGM). Note 6 – Diffusion Indicator, Note 7 Digital only subscriber and paper with digital enablement as of Jan 22


Social media followers
Monthly reactions
Monthly Video Views
Where we are today

Leveraging our large existing communities to explore new digital territories, adapting to younger audiences and new ways of consuming and monetizing content
Where we'll be "tomorrow"
| AUDIENCE Millions |
MARKET POSITION Ranking |
|||
|---|---|---|---|---|
| DIGITAL Monthly Unique Users |
OFF Daily Unique Users |
DIGITAL Monthly Unique Users |
OFF Daily Unique Users |
|
| SPAIN | 89.0 | 10.4 | #1 | #1 |
| COLOMBIA | 27.4 | 6.9 | #2 | #1 |
| CHILE | 17.9 | 3.9 | #1 | #1 |
| MEXICO | 27.1 | 1.9 | #4 | #2 |
| HISPANIC USA |
21.2 | N/A | N/A | N/A |
Note 1: Digital measuring Unique Browsers. Note 2: Excluding players which have TV and OTT as their core business. Sources: Prisa Media, Estudio ECAR 2021, Ipsos Chile – Santiago, Comscore, INRA Mediómetro Radio Nac (2021, dec), GFK, EGM Spain


Source: GFK (Digital), Kantar Media Feb 22, EGM 3º Acum. 2021, Prisa Media. Note 1 – Media reach deduplicated calculation taking into account different information sources from all media (TV, radio newspapers, digital, etc)
…AND THROUGH EL PAÍS, WE LEAD THE DIGITAL NEWSPAPER SUBSCRIBERS MARKET…


Digital Subs as a Critical Value Driver for Prisa Media
3x higher contribution margins than paper subs (>90%)
Growing revenue stream to complement advertising business
Better advertising performance (~ x100)

Compounded Quarterly Rate
16%

Vs. Spanish market approximate average
ARPU per month (In €; 2021)


| News Music |
Sports | |||
|---|---|---|---|---|
| Radio | Press | |||
| LOS40 | SER | EL PAÍS | AS | |
| Global Commercial Perception Rank (1) |
#1 | #1 | #1 | #2 |
| Market Share | 58% | 42% | 26% | 33% |
| Various | Caracol/W | |||
| Market Share | 40% | <1% | <1% | |
| Various | ADN | |||
| Market Share | 28% | <1% | <1% | |
| Various | La W | |||
| Market Share | 15% | <1% | <1% | |
| Market Share | <1% | <1% |

Source: (1) Media Scope 2021; "Estudio de la Imagen, Calidad y Eficacia Comercial de los medios de comunicación en España"; AMI; AERC; (2) Market share in radio only considers three incumbents (SER, COPE and Onda Cero); Spain Music market share includes Cadena Dial.
03

xx Market weight (Spain)
Source: Media Hotline; Prisa Media
Objectives Audio &
Video Platforms


Media brands








Best editorial products 360º Expansion in
Aggregation of digital audiences (Press & Radio)
distribution

Premium commercial products Subscription models Content production for 3rd parties Adjacent revenue lines
| Outlets | |||
|---|---|---|---|
| SERVICE PLATFORMS | PRESS | RADIO | |
| Marketing | |||
| Commercial | |||
| Digital & Tech | S | N | |
| Operations and Control | A DÍ 5 |
D A / L |
|
| HR & Talent | / S A / S |
O C A R A |
|
| Legal | AÍ P L E |
C / R E |
|
| CONTENT PLATFORMS | S | ||
| Audio | |||
| Video | |||
EXECUTION – THE NAME OF THE GAME

… AND WE HAVE DESIGNED AND EXECUTED A ONE-SHOT RESTRUCTURING PROCESS

2021 Prisa Media EBITDA x € Million






¿QUÉ PERDEMOS SI CAE ODESA? (18/03/22)
5 NOMBRES DE MUJER, 5 LEYES QUE ESTÁN TRANSFORMANDO LATAM (8/03/22)
LO QUE SABEMOS Y LO QUE FALTA POR SABER DE JUAN CARLOS I (7/03/22)



Daily downloads. '000. Total cumulative downloads



Washington Post CMS (Arc) deployed, improved and fine-tuned in EL PAÍS since 2019
Once a product is deployed it can be quickly scaled to other outlets




Source: eMarketer; Media Hotline/i2p and Prisa Media
WE WILL BOOST OUR DIGITAL REVENUE MIX, ACCELERATE OUR EXPANSION TO HISPANIC AMERICA, WHILE DEEPENING IN OUR PROFITABILITY TRACK






WE WILL ALSO CONTINUE OUR COST EFFICIENCY PROGRAM AND COST CULTURE …



and lean culture


We have the markets and the scale

We have the brands and the products


We have the digital approach

We have the organization
04
Santillana CEO

Santillana, leader in the K-12 market in LATAM
Public business. Santillana, leader in public sales


Creating life chances through the EDUCATION.

Leading the transformation and digitization of the K-12 ecosystem in Latin America through INNOVATIVE CONTENT and the BEST TECHNOLOGY SOLUTIONS for students and schools.

Present in 19 countries in Latin America, market leader in 18 countries and top 3 in Brazil.

With an integrated and scalable technological platform, to lead the digital transformation, accelerated after the Covid-19 crisis.

Talent leveraged on c. 3,300 people on staff: commercial network with wide capillarity and specialised content creation team.

And fully committed to the Sustainable Development Goals.

Managing two separate businesses after a successful operational and corporate carveout:
· private market (70% sales) · public market (30% sales)

| 2021 | |
|---|---|
| 350 Sales |
69 EBITDA |
| 20% EBITDA Margin |
25% Normalised EBITDA margin (Pre-covid) |

Brazil, Mexico and Colombia contribute 2/3 of total revenues in 2021
| PUBLIC MARKET | |
|---|---|

5 Countries, with focus on Brazil and Mexico
Leaders in LATAM

Didactic business (BsG) based on sales of textbooks and digital solutions

Total public market turnover by geography 2021 (%)

Brazil and Mexico account for around 80% of Santillana Public turnover in 2021

Market Analysis
BIG DATA Strategic approach
Learning Analytics
2021



Market study with 6,000 managers and teachers who are customers of Santillana's LATAM subscription systems (Nov-21)

IMPROVE satisfaction FOCUS on SERVICE AND CUSTOMER GUIDANCE to maintain high satisfaction rates


Minimising the ENVIRONMENTAL IMPACT of Santillana's activities

Strong and consistent support for upholding the PRINCIPLES OF EQUALITY, DIVERSITY AND INCLUSION

Developing a robust GOVERNANCE MODEL that adequately addresses the interests of all stakeholders
• 100% of new suppliers signed up to the Code of Ethics
01 CHANGE OF CEO of the company
TWO BUSINESSES (Private market and public market) Two different and specialised teams
Renewed PROFILES AND DIRECT TEAMS of the three main countries Brazil/Mexico/Colombia
04
02
03
New COMMERCIAL MODEL (Hunter and Farmer) Transformation of commercial teams and remuneration models
05 Driving NEW, MORE TECHNOLOGICAL PROFILES Accross all areas of the company (content, business...)


(1) Santillana's estimated value for 2020
Morgan Stanley values the Core private market for Brazil in 2020 at R\$4,000m (€680m)



NEW EDUCATIONAL CONTENT AND SERVICES beyond the curriculum

Subscription models have EMERGED STRONGER from the COVID-19 crisis
… our penetration of subscription models
IT IS NOW TIME TO ACCELERATE… … digitization in our value proposition
… our growth and market leadership

PRIVATE
BUSINESS A TRANSFORMATION





PRIVATE
Growth strategy based on CONQUEST of weakened small systems
Growth focused on the TRANSFORMATION of the didactic market
High potential to gain market share and differential positioning

Private market LEADER and the only major player in the subscription systems market
Focus on the TRANSFORMATION of the DIDACTIC MARKET
With a strategy based on a BROAD PORTFOLIO and with TECHNOLOGY as a key player

(1) Estimated by Santillana


Students in subscription models will grow substantially across all offerings due to the migration of the learning market
PRIVATE
BUSINESS C



Changing PROFILES taking on the transformation of the sales force
Changes in the RETRIBUTIVE MODELS for achievement of targets

PRIVATE




Being close to the NEEDS OF FAMILIES

SCALABLE business MODEL
• Ability to improve costs of our structure and service business business model 100% EdTech
SYNERGIES in structure
• The costs of the didactic model disappear



PUBLIC BUSINESS






The decisive commitment to the public market and continued GROWTH in public sales

Support in the inevitable process of DIGITALISATION of official schools, where Santillana is prepared and experienced
PROFITABLE market with high CASH GENERATION Continue to GROW MARKET SHARE
Santillana recognised as a LEADING BRAND and a REFERENCE as a supplier of products and services.

2021 2025BP 136 110-150 M€ (€m) SALES (EURm) Margin(%) 22.3% 22%-24% EBITDA 2025BP (EURm) 2021


During the Covid 19 crisis, public sale plans were STRENGTHENED and Santillana improved its positioning


| EURm | 2025 |
|---|---|
| Sales | 340-400 |
| %EBITDA Mg. | 27%-29% |
| PRIVATE BUSINESS | EURm | 2025 | PUBLIC BUSINESS | ||
|---|---|---|---|---|---|
| EURm | 2025 | Sales | 450-550 | EURm | 2025 |
| Sales | 340-400 | EBITDA | >130 | Sales | 110-150 |
| %EBITDA Mg. | 27%-29% | %EBITDA Mg. | >26% | %EBITDA Mg. | 22%-24% |
FCF >60 M€
| EURm | 2025 | |||
|---|---|---|---|---|
| Sales | 110-150 | |||
| %EBITDA Mg. | 22%-24% | |||
• Leading a PROFITABLE market
• Prepared for the DIGITIZATION of public sales processes in the coming years

Grupo PRISA CFO
The streamlined Holding Company aims to cash flow growth maximization and balance sheet strengthening, with increasingly lower costs

FOCUS ON CASH GENERATION TO OUTPACE YEARS OF CASH CONSUMPTION



(1) All costs are included, except pure variable costs: industrial, commercial, circulation, events, promotions, commissions and copyright costs.



...to keep ratio to revenues below 12% despite important increase in sales






Net Debt to EBITDA ratio reduction (<3.0x by 2025), with no debt maturity events over the period


1
3
2


• 35.7% female directors, above the CNMV's Good Governance Code recommendations

sustainability in 2021:

Increasing commitment with new sustainability projects in 2022: A stronghold to boost


Create and distribute content that contributes to sustainable development Promote sustainable development in educational projects
GUIDANCE 2025

Promote women in managerial positions Increase gender equality in management board
Social KPIs considered for overall ESG-linked financing

Increase advertising contribution to social and cultural institutions Improve talent management


Persistent Greenhouse Gas Emissions reduction Minimize environmental impact produced by paper consumption
Promote ethical behavior in PRISA Promote professional ethics in supply chain Ensure data privacy and security
06
Grupo PRISA Chairman

| 01 | Strong fundamentals of the businesses with a clear strategic approach |
|---|---|
| 02 | Focus on sustainable growth with capital allocation to bolster digital transformation |
| 03 | Committed to delivery |
| 04 | Robust social approach |
For the first time in the Group's history, we present a business plan for the next 4 years offering guidance to meet
Lifestyle

International Digital Audience (000)

paid subscriptions as of Jan '22
brands
#1
News platform in Spain
OVERVIEW
newsrooms in Spain (Madrid & Barcelona), Mexico and Colombia
• Largest global news platform in the Hispanic market, with
market, w/ >180k subscriptions
• Leading the digital subscription news provider in the Spanish
• Strong diversified value-offer w/ a wide portfolio of profitable
'000 audience in News

Digital – Monthly Audience
'000 audience in News



+24M
Monthly audio downloads
+1,6M
Monthly digital listeners




Geographical Presence
International Digital Audience (000)
418
301
458
+20,6M
Monthly digital streaming hours
+3,0M
Monthly digital listeners

A.2
IN COLOMBIA, PRISA MEDIA HAS DOMINATING MARKET POSITIONS IN MANY DIFFERENT GENRES, AS WELL AS LEADING THE NATIONAL RADIO MEDIA REACH
| MARKET POSITION BY GENRE/FORMAT | DAILY REACH | ||
|---|---|---|---|
| #2 | General Music | 1,9M | |
| #1 | News/talk radio | 1,5M | |
| #2 | News/talk radio | 1,1M | |
| #1 | Romantic | 1,1M | |
| #1 | Rock | 538K | |
| #3 | Youth | 472K | |
| #4 | Youth | 156K |

A.2
IN MEXICO, PRISA MEDIA HAS STRONG PRESENCE IN MANY OF THE KEY MEXICAN GENRES, COMBINING NATIONAL AND LOCAL CONTENT IN ITS VALUE-ADDED OFFER
| MARKET POSITION BY GENRE/FORMAT | DAILY REACH | ||
|---|---|---|---|
| #2 | Regional Mexican | 1,8M | |
| #2 | Youth Pop | 1,6M | |
| #1 | News | 909K | |
| #10 | Sports | 151K | |
| #2 | Spanish Catalogue | 62K | |
| #1 | Ranchero (local Mexican genre) | 23K |
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