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The aforementioned Common Draft Terms of Merger, drafted and signed by the sole
directors of the companies involved in the merger, was filed at the relevant Mercantile
Registries in July 2013.
On 18 September 2013, the Parent Atresmedia Corporación de Medios de Comunicación,
S.A., sole shareholder of Uniprex, S.A., resolved to approve the merger, whereby
Estaciones Radiofónicas de Aragón, S.A. (Sole-Shareholder Company), Ipar Onda, S.A.
(Sole-Shareholder Company), Onda Cero, S.A. (Sole-Shareholder Company) and Canal
Media Radio Galicia, S.L. (Sole-Shareholder Company) were absorbed by Uniprex, S.A.
(Sole-Shareholder Company) and were dissolved without liquidation. It also approved, as
themerger balance sheet, the balance sheet at 31 December 2012, themost recent year-
end. The absorbing company recognised the assets and liabilities of the absorbed
companies in its accounts following criteria based on current consolidation rules, as well
as the goodwill arising from the consolidation of these companies.
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On 5 December 2013, Atresmedia Foto, S.L. was incorporated in which
Atresmedia Corporación de Medios de Comunicación, S.A. held a 90% ownership interest.
Its company object is the manufacture and sale of photo albums and promotional
materials and gifts.
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On 12 December 2013, the Parent acquired the other 50% of Cordina Planet,
S.L., which therefore joined the group of fully consolidated subsidiaries.
Other changes not affecting the scope of consolidation in 2013:
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On 4 July 2013, the Parent subscribed to the capital increase at Hola Televisión
América, S.L., amounting to EUR 679 thousand, although this did not give rise to an
increase in the ownership interest in this company.
Changes in the scope of consolidation andmain transactions in 2012:
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Antena 3 Directo, S.A. (Sole-Shareholder Company), a subsidiary of
Atresmedia Corporación de Medios de Comunicación, S.A., was dissolved under a deed of
liquidation of 16 December 2011, which was registered at the Mercantile Registry on 20
January 2012. This transaction had an adverse effect of EUR 20 thousand on the
consolidated financial statements.
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On 5 March 2012, VNews Agencia de Noticias, S.L. (Sole-Shareholder
Company) sold a 12% ownership interest in Videoreport Canarias, S.A. This transaction
gave rise to a gain of EUR 540 thousand in the consolidated financial statements. On the
same date, VNews Agencia de Noticias, S.L. (Sole-Shareholder Company) sold a 5%
ownership interest in its subsidiary Gestión Audiovisual Canarias, S.L. This transaction did
not have a significant effect on the Group's consolidated financial statements.
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On 14 March 2012, the Parent incorporated Antena 3 Noticias, S.L. (Sole-
Shareholder Company), whose company object is to create audiovisual productions for
their broadcast in anymedia.
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On 20 July 2012, Atresmedia Corporación de Medios de Comunicación, S.A.
sold its full ownership interest in Movierecord Cine, S.A. (Sole-Shareholder Company), on
which it recognised a loss of EUR 418 thousand in the Group's consolidated financial
statements.
