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In the first six months of 2014 the following companies were included in the
scope of consolidation: Hola TV Latam, S.L. in which the associate Hola Televisión
América, S.L., (in which Atresmedia Corporación de Medios de Comunicación, S.A. holds a
50% ownership interest), holds an ownership interest of 75% and Hola TV US, LLC in
which Hola TV Latam, S.L. holds all the shares.
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Atresmedia Corporación de Medios de Comunicación, S.A. transferred to its
subsidiary Atres Advertising, S.L. (Sole-Shareholder Company) all of the shares
representing the share capital of Publiseis Iniciativas Publicitarias, S.A. (Sole-Shareholder
Company) under a share purchase and sale agreement entered into on 19 May 2014. This
transaction did not have any impact on the Group's consolidated financial statements.
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On 20 June 2014, the sole director of Atres Advertising, S.L. (Sole-Shareholder
Company), Atresmedia Corporación de Medios de Comunicación, S.A., and the Board of
Directors of Publiseis Iniciativas Publicitarias, S.A. (Sole-Shareholder Company) prepared
and entered into the draft terms of merger by absorption of Publiseis Iniciativas
Publicitarias, S.A. (Sole-Shareholder Company) (absorbed company) into Atres
Advertising, S.L. (Sole-Shareholder Company) (absorbing company). This is a case of
merger by absorption of a wholly owned company in accordance with the provisions of
Article 49 of Law 3/2009 on structural changes to companies formed under the Spanish
Commercial Code (“Law 3/2009”) as the absorbing company is the sole shareholder and
holds directly all of the shares representing the share capital of the absorbed company.
The draft terms of merger were filed at the Madrid Mercantile Registry on 25 July 2014.
On 1 September 2014, the sole shareholder of Atres Advertising, S.L., Atresmedia
Corporación de Medios de Comunicación, S.A., approved the aforementioned merger,
whereby the absorbed company was dissolved without liquidation, and approved the
merger balance sheet, i.e. the most recent duly audited balance sheet at 31 December
2013. As a result of this merger, the assets and liabilities of the absorbed company were
included in the assets and liabilities of the absorbing company, Atres Advertising, S.L.U.
This transaction did not have any impact on the Group's consolidated financial
statements.
Other changes not affecting the scope of consolidation in 2014:
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On 3 January 2014, Atresmedia Corporación de Medios de Comunicación, S.A.
subscribed 154,412 new shares of Hola Televisión América, S.L. for a total nominal
amount and share premium of EUR 618 thousand. On 12 May 2014, Hola Televisión
América, S.L. performed another capital increase with a share premium in which the
Parent subscribed 99,638 new shares for a total of EUR 399 thousand. Lastly, on 25
September 2014 the Parent subscribed 88,227 new shares of the aforementioned
company for a total nominal amount and share premium of EUR 353 thousand. None of
the capital increases described above had an impact on the percentage of ownership held
in this associate's share capital.
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On 16 December 2014, the Parent increased its investment in the associate I3
Televisión, S.L. by EUR 425 thousand. However, this did not result in an increase in the
percentage of ownership held in this associate.
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In December 2014, the Parent Atresmedia Corporación de Medios de
Comunicación, S.A. made various shareholders' contributions to offset losses to Cordina
Planet, S.L. (Sole-Shareholder Company), Antena 3 Noticias, S.L. (Sole-Shareholder