MEDIA SECTOR REVIEW

INTERNET AND DIGITAL MEDIA COMMENTARY

Digital Advertising Recovers Quickly – Likely to Post a Gain in 2020
A year ago we wrote that over the previous decade online advertising as a share of all advertising had
more than tripled to 50%, up from just 15% of advertising at the start of the decade. Our expectation INSIDE THIS ISSUE
was that this trend would continue. What we could not foresee then was that a global pandemic that
would redefine how we went about our everyday life. Businesses were required to close offices and shut Internet and Digital Media Commentary 1
down brick and mortar outlets and find ways to conduct business virtually. The pandemic forced people Digital Media 5
Advertising Tech. 6
to work from home and businesses to accelerate their digital transformation. Ecommerce provided a
Marketing Tech. 7
much needed source of revenues to offset the loss of in-store sales, and, after a 2Q pause in online Social Media 8
advertising, businesses increased their use of digital media to promote and drive traffic to their own Industry M&A Activity 9
ecommerce operations. Traditional Media Commentary 12
TV 16
If 2020 surprised us in two ways, it was 1) the rapidity with which advertising declined in 2Q, and 2) how Radio 17
quickly it recovered in 3Q (and into 4Q). While traditional advertising mediums such as TV (-35%), radio Publishing 18
Industry M&A Activity 19
(-48%), outdoor (-37%) and newspaper (-44%) advertising really struggled in 2Q 2020 (just after the
Noble Overview 20
pandemic started), online advertising (-3%) held up remarkably well. Within online advertising, it was a
bifurcated market: Advertising revenues at Google (-8%) and Facebook’s (+11%) decreased by 2% on a
combined basis while revenues from all other publicly traded online advertising companies decreased by
a combined 16%. Advertising results in 3Q were encouraging, particularly as those trends continued into
4Q. At traditional media companies, revenues moderated substantially, while at online advertising
companies, revenues returned to mid-teens growth (+13%). Again, the online advertising marketplace
was bifurcated, with online advertising at Google (+10%) and Facebook (+22%) growing a combined
+14%, while online advertising from all others increased by 7%. If there is a silver lining to the advertising
struggles of 2020, it is that we foresee the “mother of all easy comparisons” in 2Q 2021 combined with
the benefits of vaccine distribution which should enable the beginnings of an economic recovery.

STOCK MARKET PERFORMANCE: INTERNET AND DIGITAL MEDIA

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Dec-19 Jan-20 Feb-20 Mar-20 Apr-20 May-20 Jun-20 Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20
S&P 500 Noble Social Media Noble Ad Tech Noble Marketing Tech Noble Digital Media
NOBLE Capital Markets, Inc. is a FINRA registered broker/dealer. Member - SIPC (Securities Investor Protection Corporation). Refer to the segment analysis part of the Newsletter to see the
components of NOBLE Media Segment Indexes

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 1

 INTERNET AND DIGITAL MEDIA COMMENTARY
Two Trends to Watch in 2021: Connected TV Advertising and Retail Media
The pandemic accelerated a number of technology trends, from the use of online groceries to the consumption of multiplatform
gaming services to increased viewing on streaming services. Viewing habits have been evolving for years, but online video platforms
greatly benefited from work at home requirements. Over the last 4 years, nearly 19 million fewer homes now receive pay television
services, according to Leichtmann Research Group, which tracks quarterly changes to subscriber counts. The biggest declines have
come from satellite TV providers (11.9 million fewer homes). These declines have been offset somewhat by virtual MVPDs (multi-
channel video providers) such as Hulu, Sling TV, and FuboTV.
Connected TV (CTV): Forced to stay at home, consumers have migrated to subscription video on demand (SVOD) platforms such as
Netflix and Disney+. Fortunately for advertisers, advertising on demand (AVOD) services have also benefited from a migration of
consumers to their platforms. AVOD combines the premium viewing environment of television with data-driven targeting of online
advertising. AVOD service providers include TubiTV, PlutoTV, Vudu, Crackle, Peacock, as well as connected TV device makers such as
Roku and Samsung. AVOD doesn’t begin to replace linear TV viewing and advertising, but it acts as a strong complement by providing
incremental reach as linear TV’s reach continues to erode.
Connected TV (or CTV) advertising is relatively small, but its future is bright. During its third quarter conference call, The Trade Desk
(TTD) noted that “our CTV spend grew more than 100% year-over-year in the third quarter as advertisers follow consumers to
streaming platforms. eMarketer forecasts that connected TV advertising grew by 27% to $8.1 billion in 2020 and will grow by another
40% to $11.4 billion in 2021.
Retail Media: The pandemic related surge in ecommerce sales has also led to accelerated growth in retail media (also known as
ecommerce channel advertising). Retail media is display or search ads that appear on retailer platforms and direct users to products
available for purchase there. Amazon is the best situated company in this sector and is the main supplier of retailer media outside of
China (where retailer media is already well established).
Following in the footsteps of Amazon’s fast growing advertising business are retailers like Walmart, Target, eBay and Kroger, all of
whom are looking outside their core business for growth and have found it in digital advertising. Each of these companies has the
requisite scale to compete for advertising dollars, as well as first-party customer data. Most are now building the technology in-
house to further expand profit margins in this sector. Sponsored product advertising is the most prevalent form of retail media
advertising, and it is estimated that Amazon has a 75% share of this market.
eMarketer projects that marketers will spend $17.4 billion on advertising on ecommerce sites in 2020, a 38% increase over 2019.
While this type of advertising benefited from the pandemic, it is also being driven by the “cookie-less” online advertising future in
which it becomes harder to track users. Ecommerce sites have the advantage of first party shopping and intent data plus attribution
capabilities for measurement and optimization. Expect to hear more from this sector in the future.
Another Year of Strong Stock Price Returns in the Internet and Digital Media Sectors
Earlier we noted the upcoming easy comparisons in 2Q 2021 which could help explain why advertising related stocks continued to
bounce back in the fourth quarter. All three segments of Noble’s Internet and Digital Media sectors, where advertising is the primary
revenue stream, performed well in 4Q 2020. Noble’s Ad Tech (+63%) and Digital Media (+18%) significantly outperformed the S&P
500 (+12%), while Social Media (+9%) performed slightly below. Only the non-advertising related stocks, those in the MarTech space,
underperformed (+0%).
For the year, all four sectors significantly outperformed the broader market. The S&P finished the year up 16%, while Noble’s Ad Tech
(+178%), MarTech (+65%), Social Media (+41%) and Digital Media (+38%) all performed extraordinarily well. Within the ad tech space,
several stocks doubled or even tripled in price, such as Magnite (MGNI, +276%), The Trade Desk (TTD, +208%), iClick Interacitve (ICLK,
+165%), Cardlytics (CDLX, +127%), Fluent (FLNT, +112%) and Perion Networks (PERI, +105%). The MarTech sector also had a couple
stocks more than double: Hubspot (HUBS, +150%) and Brightcove (+112%). Within the social media sector, Snapchat’s shares more
than tripled (SNAP, +207%), while digital media standouts include FuboTV (FUBO, +214%) and Spotify (SPOT, +110%).

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 2

 INTERNET AND DIGITAL MEDIA COMMENTARY
2020 M&A Finishes Strong; TMT Deals Up Significantly
According to MergerMarket, global deal value of $2.2 trillion in the second half of 2020 was the highest on record, and the $1.2
trillion in deal value in the fourth quarter was the highest quarterly value since the second quarter of 2007. This strong finish to the
year was not enough to offset M&A declines in the first half of the year. For the year, global M&A deal value declined by 6.6%. Deal
values in the technology, media and telecom (TMT) sectors increased by 57% to $852 billion from $543 billion in 2019, though the
number of transactions decreased slightly.
2020 was an active year for mergers and acquisitions in North America for the internet and digital media sectors. Noble breaks down
our universe into 9 categories and we tracked 515 deals in 2020, a 35% increase over the 362 deals in 2019. The dollar value of the
deals we tracked in 2020 increased by 8% to $110 billion, up from $102 billion in 2019.
Deal activity was very robust in the fourth quarter of 2020 as well. We tracked 185 deals, up 33% over 2019 deal activity of 139
deals. The most active sector in 4Q 2020 was the Digital Content sector with 70 deals, followed by Marketing Technology (43 deals)
and the Agency & Analytics sector (27). These three sub-sectors have consistently been the most active sectors for M&A throughout
2020.

4Q 2020 Deal Activity - Internet & Digital Media by Sector

Digital Content 70

Marketing Technology 43

Agency and Analytics 27

Information 13

Ad Tech & Services 12

Software 11

eCommerce 6

Social Media 1

0 10 20 30 40 50 60 70 80

4Q 2020 deal values increased by 300% to $74 billion, but much of this reflects the $44 billion acquisition of IHS Market by S&P
Global. Excluding that transaction, deal values still increased by 61%. As shown in the chart below, Information Services was the
sector with the largest deal values, with $47.8 billion in M&A. Two of the three largest deals during the quarter were information
services deals: S&P Global deal to acquire IHS Market, and Advent International’s acquisition of Nielsen Global Connect for $2.7
billion. This marked the second quarter in a row in which deal values were highest in the Information Services sector. The Digital
Content sector had the second highest number of deals by value in 4Q 2020, with $16.8 billion, followed by Marketing Technology
with $4.8 billion in deal value.

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 3

 INTERNET AND DIGITAL MEDIA COMMENTARY
4Q 2020 Internet & Digital Media Deal Values by Sector
Information $47,842

Digital Content $16,761

Marketing Technology $4,813

eCommerce $1,944

Software $1,784

Agency and Analytics $55

Ad Tech & Services $32

Social Media

$0 $10,000 $20,000 $30,000 $40,000 $50,000 $60,000

Digital Content M&A Remained Strong, Led by Game Developer and Podcast Deals
In Noble’s previous quarterly Media Newsletter we highlighted the Gaming sector as enjoying a robust M&A environment. Those
trends continued in the fourth quarter, with nearly two dozen gaming related transactions during the quarter, almost twice that of last
year. Roughly 80% of all digital content transactions took place in the Games or Game Studio/Game Developer subsector. The largest
deal was Electronic Art’s $1.2 billion announcement to acquire Codemasters, outbidding Take-Two Interactive’s $903 million offer in
the process.
While the Podcasting sector is far smaller than the Gaming/Entertainment industry, the fast growing sector continues to attract large
buyers. In 4Q 2020, we tracked 9 deals in the podcast sector, led by Amazon’s reported $300 million acquisition of podcast network
Wondery, Spotify’s $235 million acquisition of podcast ad platform Magaphone, and iHeart Media’s reported $50 million acquisition of
Voxnest, a provider of podcast analytics, publisher tools and programmatic ad serving. For the year, we tracked $1.15 billion in
podcast transactions, up from $340 million of transactions in 2019. Some of the most notable podcast deals of 2020 (for which we
have reported purchase prices) are listed below.

Notable Podcast M&A Transactions - 2020

Transaction
Date Buyer Target Value

12/30/20 $300

11/10/20 $235

10/23/20 $50

7/22/20 $34

7/13/20 $325

5/8/20 $19

2/5/20 $186

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 4

 DIGITAL MEDIA – SEGMENT ANALYSIS
% of LTM Ent. Value / Net 3 Year
Share 52 Week Market Net Ent. Revenues EBITDA Revenues EBITDA Debt / Revenue EBITDA Gross
Price High Cap ($M) Debt ($M) Value ($M) ($M) ($M) LTM 2020E 2021E LTM 2020E 2021E EBITDA CAGR Margin Margin
Alphabet Inc. $1,797.83 97.5% $1,216,099 ($105,054) $1,113,693 $171,704 $48,075 6.5x 6.1x 5.1x 23.2x 17.1x 14.2x NM 21.5% 28.0% 53.6%
Netflix, Inc. 510.40 88.7% 225,492 9,745 235,237 23,819 4,201 9.9x 9.2x 7.8x 56.0x 45.9x 36.6x 2.3x 31.7% 17.6% 38.8%
Spotify Technology S.A. 353.11 99.6% 66,945 (1,097) 65,657 7,567 (261) 7.4x 6.7x 5.5x NM NM NM NM 31.8% (3.4%) 25.3%
Pinterest, Inc. 71.87 95.3% 44,421 (1,499) 42,922 1,387 (264) 30.9x 26.2x 18.1x NM 199.8x 98.0x NM 0.0% (19.0%) 70.0%
Tencent Music 21.05 98.9% 35,312 (19,275) 32,489 28,111 4,497 7.8x 7.2x 5.9x 7.2x 42.5x 31.7x NM 80.0% 16.0% 32.3%
IAC/InterActiveCorp 191.48 97.2% 16,341 (2,691) 14,215 2,869 (72) 5.0x 4.6x 4.1x NM NM 67.9x NM 15.7% (2.5%) 75.0%
fuboTV Inc. 27.31 43.8% 1,845 8 2,435 111 (133) 21.9x 9.7x 5.3x NM NM NM NM 462.5% (119.7%)(20.2%)
Leaf Group Ltd. 4.38 58.8% 156 (10) 146 192 (11) 0.8x 0.7x 0.6x NM NM 17.7x NM 11.0% (5.7%) 35.2%
Travelzoo 9.78 78.9% 111 (30) 85 73 (11) 1.2x 1.5x 1.1x NM NM 10.7x NM (0.8%) (15.5%) 84.5%
TheMaven, Inc. 0.59 52.7% 21 7 46 6 (12) 8.0x NM NM NM NM NM NM 0.0% NM NM

Mean 9.9x 8.0x 5.9x 28.8x 76.3x 39.5x 2.3x 65.3% (11.6%) 43.8%
Median 7.6x 6.7x 5.3x 23.2x 44.2x 31.7x 2.3x 18.6% (3.4%) 38.8%

LTM EBITDA MARGIN REVENUE GROWTH

10% 30%
8% 25%
20%
6%
15%
4%
10%
2% 5%
0% 0%
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

NET DEBT / LTM EBITDA EV / EBITDA

5.0x 40.0x
3.0x
30.0x
1.0x
20.0x
-1.0x

-3.0x 10.0x

-5.0x 0.0x
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 5

 ADVERTISING TECHNOLOGY – SEGMENT ANALYSIS
% of LTM Ent. Value / Net 3 Year
Share 52 Week Market Net Ent. Revenues EBITDA Revenues EBITDA Debt / Revenue EBITDA Gross
Price High Cap ($M) Debt ($M) Value ($M) ($M) ($M) LTM 2020E 2021E LTM 2020E 2021E EBITDA CAGR Margin Margin
The Trade Desk, Inc. $795.81 81.8% $37,375 ($245) $37,130 $732 $112 50.7x 45.0x 33.9x 331.2x 145.8x 106.0x NM 48.2% 15.3% 76.2%
Magnite, Inc. 25.08 76.0% 2,808 (58) 2,750 188 (9) 14.6x 12.8x 10.5x NM 79.8x 53.0x NM (17.5%) (4.6%) 62.8%
PubMatic, Inc. 26.31 68.0% 1,258 (55) 1,284 127 25 10.1x 9.0x 7.5x 52.1x 31.6x 28.1x NM 0.0% 19.4% 69.2%
QuinStreet, Inc. 21.48 94.3% 1,136 (85) 1,052 503 18 2.1x 2.0x 1.8x 58.9x 26.0x 20.9x NM 17.8% 3.5% 11.2%
Criteo S.A. 19.42 86.4% 1,170 (320) 859 2,064 224 0.4x 1.1x 1.1x 3.8x 3.7x 4.0x NM 7.9% 10.8% 34.1%
iClick Interactive 8.89 87.0% 804 (47) 776 233 2 3.3x 3.1x 2.5x NM 55.0x 32.1x NM 27.9% 1.0% 28.9%
Tremor International Ltd 4.35 97.8% 580 (52) 538 317 6 2.1x 1.9x 1.6x NM 13.0x 11.3x NM 37.3% 1.8% 39.7%
Digital Media Solutions 11.65 89.8% 377 178 522 296 36 1.8x 1.6x 1.3x 14.7x 10.4x 7.6x 4.7x 0.0% 12.0% 20.1%
Fluent, Inc. 5.25 80.9% 400 36 437 309 32 1.4x 1.3x 1.2x 13.5x 10.1x 9.3x 1.0x 14.7% 10.5% 30.6%
Perion Network Ltd. 14.14 79.2% 385 (16) 370 288 15 1.3x 1.2x 1.1x 24.1x 12.3x 11.2x NM (5.8%) 5.3% 35.2%
Synacor, Inc. 1.53 89.5% 61 2 63 84 1 0.7x 0.8x 0.7x NM 13.8x 6.4x NM (1.5%) 0.9% 49.3%
SRAX, Inc. 3.57 88.1% 57 1 58 5 (14) 11.1x 6.5x 3.3x NM NM NM NM (53.6%) NM 61.8%
Inuvo, Inc. 0.63 56.7% 61 (7) 54 50 (5) 1.1x 1.3x 1.0x NM NM NM NM (4.9%) (10.3%) 76.9%
AutoWeb, Inc. 2.79 46.7% 37 3 40 86 (4) 0.5x 0.5x 0.5x NM NM 19.2x NM (10.1%) (4.3%) 27.1%

Mean 7.8x 6.7x 5.2x 71.2x 36.5x 26.4x 2.9x 5.4% 5.5% 45.8%
Median 2.1x 1.9x 1.6x 24.1x 13.8x 11.3x 2.9x 0.0% 4.4% 39.7%

LTM EBITDA MARGIN REVENUE GROWTH

7.5% 25%
5.0% 20%

2.5% 15%
10%
0.0%
5%
-2.5% 0%
-5.0% -5%
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

NET DEBT / LTM EBITDA EV / EBITDA

1.5x 25.0x
1.0x
20.0x
0.5x
0.0x 15.0x
-0.5x
10.0x
-1.0x
-1.5x 5.0x
-2.0x 0.0x
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 6

 MARKETING TECHNOLOGY – SEGMENT ANALYSIS
% of LTM Ent. Value / Net 3 Year
Share 52 Week Market Net Ent. Revenues EBITDA Revenues EBITDA Debt / Revenue EBITDA Gross
Price High Cap ($M) Debt ($M) Value ($M) ($M) ($M) LTM 2020E 2021E LTM 2020E 2021E EBITDA CAGR Margin Margin
Adobe Inc. $485.10 90.4% $232,712 ($1,284) $231,428 $12,868 $4,993 18.0x NM 14.9x 46.4x NM 30.0x NM 20.8% 38.8% 86.6%
salesforce.com, inc. 222.04 78.0% 203,265 (3,269) 199,996 20,286 2,022 9.9x 9.3x 7.7x 98.9x 31.0x 27.8x NM 26.5% 10.0% 74.5%
Shopify Inc. 1,188.92 92.5% 145,846 (5,218) 140,628 2,457 59 57.2x 48.8x 36.8x NM NM 278.4x NM 59.4% 2.4% 53.0%
Akamai Technologies, Inc. 103.46 86.2% 16,843 1,265 16,997 3,124 987 5.4x 5.3x 5.0x 17.2x 12.1x 11.4x 0.1x 7.2% 31.6% 65.2%
HubSpot, Inc. 402.85 95.8% 18,486 (397) 18,089 817 (31) 22.1x 21.0x 17.2x NM 182.6x 146.5x NM 35.5% (3.9%) 81.0%
LivePerson, Inc. 65.02 94.9% 4,349 4 4,353 344 (48) 12.7x 11.4x 9.3x NM 138.4x 101.3x NM 9.4% (14.0%) 70.8%
SVMK Inc. 27.00 99.6% 3,840 92 3,932 359 (62) 11.0x 10.6x 8.8x NM 96.4x 73.1x NM 14.0% (17.2%) 76.8%
LiveRamp Holdings, Inc. 82.09 98.7% 5,444 (634) 4,810 412 (100) 11.7x 11.6x 9.9x NM NM 193.7x NM 29.6% (24.2%) 64.4%
Sprout Social, Inc. 51.12 90.2% 2,706 (142) 2,564 124 (48) 20.7x 19.7x 15.4x NM NM NM NM 0.0% (38.7%) 72.4%
Cardlytics, Inc. 147.20 97.8% 4,043 (103) 3,940 189 (38) 20.8x 20.8x 14.7x NM NM NM NM 23.1% (20.1%) 34.7%
Yext, Inc. 17.12 81.9% 2,093 (79) 2,015 344 (99) 5.9x 5.5x 4.7x NM NM NM NM 34.0% (28.7%) 75.1%
ChannelAdvisor Corp. 17.28 77.4% 501 (54) 447 140 24 3.2x 3.2x 3.0x 18.5x 13.3x 12.5x NM 4.7% 17.3% 79.4%
Brightcove Inc. 18.19 93.5% 724 (13) 711 191 3 3.7x 3.7x 3.3x NM 38.9x 32.7x NM 7.1% 1.4% 60.7%
SharpSpring, Inc. 16.62 90.2% 209 (1) 208 28 (6) 7.5x 7.0x 5.9x NM NM NM NM 25.3% (22.3%) 70.3%
Harte Hanks, Inc. 2.75 74.9% 18 15 43 182 (1) 0.2x 0.2x 0.3x NM 11.6x 5.4x 1.4x (18.7%) (0.4%) 9.5%
Marin Software Inc. 2.10 36.8% 19 6 24 34 (14) 0.7x NM NM NM NM NM NM (21.1%) (39.7%) 43.8%

Mean 14.0x 13.7x 11.2x 45.2x 73.2x 90.8x 0.1x 18.4% (7.1)% 67.2%
Median 11.0x 10.6x 9.0x 32.4x 38.9x 52.9x 0.1x 20.8% (14.0)% 70.8%

LTM EBITDA MARGIN REVENUE GROWTH

10% 30%
5% 25%
20%
0%
15%
-5%
10%
-10% 5%
-15% 0%
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

NET DEBT / LTM EBITDA EV / EBITDA

4.0x 80.0x
70.0x
2.0x 60.0x
50.0x
0.0x 40.0x
30.0x
-2.0x 20.0x
10.0x
-4.0x 0.0x
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 7

 SOCIAL MEDIA– SEGMENT ANALYSIS
% of LTM Ent. Value / Net 3 Year
Share 52 Week Market Net Ent. Revenues EBITDA Revenues EBITDA Debt / Revenue EBITDA Gross
Price High Cap ($M) Debt ($M) Value ($M) ($M) ($M) LTM 2020E 2021E LTM 2020E 2021E EBITDA CAGR Margin Margin
Facebook, Inc. $267.57 87.8% $762,118 ($44,476) $717,642 $78,975 $30,221 9.1x 8.2x 6.6x 23.7x 15.8x 13.4x NM 36.8% 38.3% 81.0%
Snap Inc. 52.73 96.4% 78,567 (747) 77,820 2,156 (834) 36.1x 32.8x 23.2x NM NM 171.6x NM 61.9% (38.7%) 51.3%
Match Group, Inc. 151.79 95.1% 40,374 3,219 43,595 4,993 893 8.7x 18.2x 15.4x 48.8x 48.7x 39.8x 3.4x 14.9% 17.9% 76.0%
Twitter, Inc. 51.48 91.7% 40,842 (3,332) 37,509 3,435 295 10.9x 9.7x 7.9x 127.3x 34.0x 25.9x NM 11.0% 8.6% 63.7%
Spark Networks SE 5.48 81.2% 143 77 229 203 16 1.0x 1.1x 1.1x 14.2x 7.1x 6.6x 4.4x 26.6% 8.0% 34.4%

Mean 13.2x 14.0x 10.8x 53.5x 26.4x 51.5x 3.9x 30.2% 6.8% 61.3%
Median 9.1x 9.7x 7.9x 36.3x 24.9x 25.9x 3.9x 26.6% 8.6% 63.7%

LTM EBITDA MARGIN REVENUE GROWTH

30% 45%
40%
20% 35%
30%
10% 25%
0% 20%
15%
-10% 10%
5%
-20% 0%
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

NET DEBT / LTM EBITDA EV / EBITDA

6.0x 20.0x
4.0x
2.0x
0.0x 10.0x
-2.0x
-4.0x
-6.0x 0.0x
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 8

 INTERNET AND DIGITAL MEDIA M&A ACTIVITY
TRANSACTION EV / EV/
Date BUYER TARGET VALUE ($M) REVENUE EBITDA CLASSIFICATION
12/30/20 Amazon.com, Inc. Wondery Inc. $300.0 NA NA Audio; Podcast Network
12/28/20 JPMorgan Chase & Co. Global Loyalty division of Cxloyalty Group NA NA NA CEM; Customer Engagement Software
12/24/20 Bloomberg L.P. Second Measure, Inc. NA NA NA Data; Research; Analytics
12/22/20 The Blackstone Group Inc. Liftoff Mobile, Inc. NA NA NA Performance; Mobile Marketing
12/21/20 Blexr Ltd HOMEGROUNDS.CO NA NA NA Guides
12/21/20 Clear Link Technologies, LLC Taylor Media Corp. $102.5 2.1x NA Publishing; Finance Vertical
12/21/20 Eldridge Industries LLC Knoema Corporation NA NA NA Data; Data Management
12/21/20 Relevate Health Group, Inc. Cyber X Designs, LLC NA NA NA SEO; Marketing Strategy
12/21/20 Warner Media, LLC YOUi Labs Inc. NA NA NA Software; Video/OTT Cross Platform App
12/18/20 Stillfront Group AB (publ) Super Free Games, Inc. NA NA NA Games; Casual Game Developer
12/17/20 TasteMade, Inc. Credible, Inc. NA NA NA Publishing; Digital Content; Food Vertical
12/17/20 FreeWheel Media, Inc. Beeswax, Inc. NA NA NA DSP; Customizable Demand Side Platform
12/17/20 AXIOS Media Inc. The Charlotte Agenda (nka:Charlotte Agenda) $5.0 2.3x NA Publishing; City Guide; Newsletter
12/16/20 Nexstar Inc. BestReviews LLC $169.4 NA NA Digital Content; Product Reviews
12/15/20 Pax Holdings Sporting News Limited NA NA NA Publishing; Sports News
12/15/20 Invincible Entertainment Partners Business Rockstars, LLC $20.0 NA NA Video; Content for Entrepreneurs
12/15/20 Turismocity FareCompare LP NA NA NA Search; Price Comparison; Travel
12/15/20 Invincible Entertainment Partners Business Rockstars, LLC $20.0 NA NA Video; Video Platform for Entrepreneurs"
12/15/20 Keywords Studios plc High Voltage Software, Inc. $50.0 NA NA Games; Game Developer; Studio
12/15/20 The Jordan Company, L.P Spectrio, LLC NA NA NA DOOH; In-Store Marketing
12/15/20 Verisk Analytics, Inc. Jornaya NA NA NA Analytics; Marketing Intelligence
12/15/20 The Jordan Company, L.P. Spectrio, LLC NA NA NA Content Mgmt; Customer Engagement
12/14/20 Electronic Arts Inc. Codemasters Group Holdings plc $1,190.7 7.7x 18.1x Games; Racing Games
12/14/20 Genius Sports Group Limited Sportzcast, Inc. NA NA NA Data; Real-Time Sports Scores
12/13/20 Reddit, Inc. Dubsmash, Inc. NA NA NA Video; Content Creation App
12/11/20 The Shipyard, LLC Mering, Inc. NA NA NA Digital Agency; Brand Strategy
12/11/20 Twitter, Inc. Olabot, Inc. NA NA NA Social Media; Video Chat App
12/10/20 TechTarget, Inc. BrightTALK Inc. $149.2 NA NA Digital Content; Video; Education
12/10/20 XLMedia PLC CBWG Media Group LLC $25.0 5.4x 9.3x Digital Content; Sports Betting
12/10/20 MWW Group LLC Everywhere, LLC NA NA NA Marketing; Influencer Mktg Agency
12/10/20 d2H Partners LLC Arenas Entertainment LLC NA NA NA Media Services; Promotions
12/10/20 Reeltime Rentals, Inc. Discount Ad Brokers $2.7 NA NA Media Buying; Bulk/Discount Campaigns
12/10/20 CarGurus, Inc. CarOffer, LLC $285.9 NA NA eCommerce; Auto Marketplace
12/9/20 Funimation Global Group, LLC Crunchyroll, Inc. $1,175.0 NA NA Video; Streaming Anime
12/8/20 Sigma Resources, LLC Simcoach Games, Inc. NA NA NA Games; Gamified Education
12/7/20 Fanatics, Inc. WinCraft, Inc. NA NA NA eCommerce; Retailer; Sports Vertical
12/4/20 CourtAvenue, LLC Modifly Inc. NA NA NA Digital Agency; Social Media
12/4/20 Gfinity Digital Media group Epicstream, LLC $0.5 1.2x NA News; Sci-Fi and Entertainment Vertical
12/2/20 Microsoft Corporation Smashgg, Inc. NA NA NA Games; Esports; Tournaments and Events
12/2/20 FedEx Corporation ShopRunner, Inc. NA NA NA Software; Ecommerce Tools; Platform
12/2/20 Sid Lee, Inc. Denizen Company LLC NA NA NA Digital Agency; Social Media
12/1/20 Stuart McWhorter Kentucky Sports Radio LLC NA NA NA News; Sports Vertical
12/1/20 Red Ventures, LLC Lonely Planet Global, Inc. NA NA NA Guides; Travel Vertical
12/1/20 fuboTV Inc. Balto LLC NA NA NA Software; Tools for Sports Betting; Fantasy
12/1/20 Enad Global 7 AB (publ) Daybreak Game Company LLC $298.5 3.8x 10.3x Games; Game Developer; Studio
12/1/20 ERIS Information Inc. Business Assets of GeoSearch LLC $6.3 NA NA Information; Risk Management
11/30/20 Sage Capital Partners; Cetina Capital Crowd Content Media Inc. NA NA NA Content Mgmt; Content Marketing
11/30/20 Facebook, Inc. Kustomer, Inc. $1,000.0 NA NA CRM; AI; Automated Omnichannel Solutions
11/30/20 S&P Global Inc. IHS Markit Ltd. $44,307.1 10.3x 29.8x Information; Analytics
11/25/20 Kongregate, Inc. Three Mobile Games of The Walt Disney Co. NA NA NA Games; Mobile Games
11/25/20 Keywords Studios plc g-Net Media, Inc. $32.0 2.0x 14.5x Digital Agency; Creative; Video Game Vertical
11/23/20 HelloFresh SE Factor75, LLC $277.0 NA NA eCommerce; Food Delivery
11/23/20 Spiceworks Ziff Davis Aberdeen Content, LLC NA NA NA CRM; Sales Enablement
11/23/20 1WorldSync, Inc. CNET Content Solutions Inc. NA NA NA Software; eCommerce Tools
11/22/20 CoStar Group, Inc. Sawbuck Realty, Inc. $250.0 NA NA Digital Content; Real Estate Portal
11/21/20 Snap Inc. Voisey Entertainment Limited NA NA NA Audio; Create and Share Music App
11/19/20 Symphony Technology Group, LLC Warpwire, Inc. NA NA NA CDN; Online Video; Education Vertical
11/19/20 Buzzfeed, Inc. HuffPost NA NA NA Publishing; News
11/19/20 Experian plc Tapad, Inc. $280.0 NA NA Identity; Mobile; Retargeting; CDP

*Source: Capital IQ as of 12/31/2020

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 9
 INTERNET AND DIGITAL MEDIA M&A ACTIVITY
TRANSACTION EV / EV/
Date BUYER TARGET VALUE ($M) REVENUE EBITDA CLASSIFICATION
11/19/20 Bally's Corporation Bet.Works Corp. $139.9 NA NA Games; Sports Betting Platform
11/18/20 Embracer Group Lager 1 AB A Thinking Ape, Inc. $105.6 NA NA Games
11/18/20 Saber Interactive, Inc. Snapshot Games Inc. NA NA NA Games; Video Game Developer
11/18/20 Saber Interactive, Inc. Sandbox Strategies, LLC NA NA NA IR/PR; Agency
11/18/20 Deca Live Operations GmbH IUGO Mobile Entertainment Inc. NA NA NA Games; Gaming Studio
11/17/20 Republix Platform Technologies Inc. Arcane/ eRational Marketing/ Integrity NA NA NA Digital Agency; Brand Strategy
11/17/20 American Institutes For Research Kimetrica LLC NA NA NA Market Research; Consulting
11/17/20 Valnet Inc. Collider.com, LLC NA NA NA Publishing; Entertainment Verticial
11/17/20 Power Digital Marketing, Inc. DataQ, LLC NA NA NA CDP; Customer Data Platform; Targeting
11/16/20 Genius Brands International, Inc. ChizComm Ltd. $20.0 NA NA Digital Agency; PR; Media Buying
11/16/20 A P Keaton, Inc. Pask Productions, Inc. NA NA NA Digital Agency; Experiential Marketing
11/16/20 Storysnap LLC Applause Lab, Inc. NA NA NA Marketing; Video Testimonials
11/16/20 Epic Games, Inc. BinaryVR, Inc. NA NA NA Software; VR; Facial Recognition
11/16/20 GAN Limited Vincent Group p.l.c. $176.7 5.7x NA Games; iGaming; Sports Betting
11/12/20 Sony Pictures Digital Productions Pure Flix Entertainment LLC NA NA NA Video; OTT Channel; Faith & Family
11/12/20 Eventbrite, Inc. ToneDen, Inc. NA NA NA Marketing; Social Marketing
11/11/20 Shutterstock, Inc. Certain Assets of Amper Music, Inc. NA NA NA Software; AI; Automated Music Creation
11/11/20 Snap Inc. Voca AI Ltd. NA NA NA Software; AI; Voice; Automated Customer
11/11/20 iClick Interactive Asia Group Limited CMRS Group Holding limited NA NA NA CRM; Social Media; Mktg Automation
11/10/20 Spotify Technology S.A. Megaphone LLC $235.0 NA NA Audio; Podcasting
11/9/20 Kochava Inc. Thalamus, Inc. (nka:Kochava Media Index) NA NA NA Database; B2B; Ad Vendors
11/9/20 Orchestra, LLC Handoff Technologies, LLC NA NA NA Software; Chatbot; Recommendation Eng
11/9/20 Adobe Inc. Workfront, Inc. $1,500.0 NA NA Software; Mktg Workflow; Collaboration
11/9/20 The Stable Group, LLC Rich Context LLC NA NA NA Shopper Marketing; eCommerce solutions
11/9/20 Entercom Communications Corp. QL Gaming Group $32.0 NA NA Games; Sports Betting; Analytics; Fantasy
11/9/20 Management of Quartz Media Quartz Media, Inc. NA NA NA Publishing; Online News
11/6/20 Raketech Group Holding PLC American Gambler $5.9 3.5x 3.9x Guides; Gambling Vertical
11/5/20 ZoomInfo Technologies Inc. EverString Technology Inc. NA NA NA B2B; Data
11/4/20 Management of IDEAS + CARS IDEAS + CARS Ltd/ The Race Media Ltd. NA NA NA Publishing; Database; Digital Agency
11/4/20 Apple Inc. Vilynx Spain SL $50.0 NA NA Software; AI; Video Personalization
11/3/20 Transom Capital Group, LLC BridgeTower Media, LLC NA NA NA B2B; Information
11/2/20 mdf commerce inc. Substantially All of the Assets of Vendor Registry $5.3 NA NA B2B; Information
11/2/20 Campaign Monitor Europe UK LTD Selligent SA NA NA NA CDP; Marketing Cloud
11/1/20 Advent International Corporation Nielsen Global Connect $2,700.0 NA NA Data; Research; Analytics
10/30/20 Nestlé USA, Inc. Freshly, Inc. $950.0 NA NA eCommerce; Food Delivery
10/30/20 Francisco Partners Management UA Connected Fitness, Inc. $345.0 NA NA Digital Content; Health & Wellness App
10/30/20 Comniscient Technologies LLC ShareTracker, LLC NA NA NA Market Research; Data
10/30/20 Halyard Capital MD Asset of SRAX, Inc. $8.0 NA NA Ad Tech; Healthcare Vertical
10/21/20 Medios Cattri S.A. de C.V. Lightbox OOH Video Network NA NA NA DOOH; Mall Based Video Network
10/28/20 Simplicity Esports and Gaming Co Three Esports Gaming Centers in CA & WA NA NA NA Games; Esports; Gaming Centers
10/28/20 BBTV Holdings Inc. BroadbandTV Corp. $233.9 1.7x NM CMS; Video; Content Mgt; Rights Mgt;
10/28/20 LiveXLive Media, Inc. Custom Personalization Solutions, LLC $6.0 0.3x NA eCommerce; Personalization
10/27/20 Ryan Ray The Westmark Group, LLC NA NA NA SEO; Marketing Agency
10/27/20 Navigate360, LLC Social Sentinel, Inc. NA NA NA Media Monitoring; Social Intelligence
10/27/20 Com2uS Corporation Out of the Park Developments GmbH & Co. KG NA NA NA Games; Traditional Sports
10/26/20 Avtex Solutions, LLC Aria Solutions Inc. NA NA NA CRM; Contact Center Software
10/26/20 Esports Entertainment Group, Inc. Helix eSports LLC/ggCircuit LLC $43.0 NA NA Games; Esports Gaming Centers; Analytics
10/25/20 Emarsys eMarketing Systems AG Loyalsys Technologies Israel Ltd NA NA NA Loyalty; Membership Clubs; Mktg Plat
10/23/20 iHeartMedia, Inc. Voxnest, Inc. $50.0 NA NA Audio; Podcast Hosting; Podcast Network
10/22/20 Scopely, Inc. Genera Games SA NA NA NA Games; Game Developer; Studio
10/21/20 Thesis, Inc. Assets of Bonfire Marketing LLC NA NA NA Marketing; Mkt Research; Content Mktg
10/21/20 Moody's Corporation Acquire Media Corporation NA NA NA News; Electronic Distribution
10/21/20 Vision Integrated Graphics Group DX Marketing, LLC NA NA NA Market Research; Analytics
10/20/20 VanillaSoft, Inc. Autoklose NA NA NA eMail; Marketing; CRM
10/20/20 David's Bridal, LLC Assets of Rustic Wedding Chic NA NA NA Blogs; Wedding; Planning

*Source: Capital IQ as of 12/31/2020

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 10

 INTERNET AND DIGITAL MEDIA M&A ACTIVITY
TRANSACTION EV / EV/
Date BUYER TARGET VALUE ($M) REVENUE EBITDA CLASSIFICATION
10/19/20 NA Snakk Media Limited NA NA NA Ad Tech; Mobile Ad Solutions
10/19/20 The Motley Fool, LLC Millennial Money LLC NA NA NA Blogs; Podcasts; Financial Vertical
10/19/20 Cinedigm Corp. The Film Detective, LLC NA NA NA Video; OTT Channels ; 2 Linear TV
10/19/20 Loop Media, Inc. All of the assets of SPKR INC NA NA NA Audio; Podcasts
10/15/20 Velocity, A Managed Services Co. Impax Media, Inc. NA NA NA In-Store; Digital Signage; DOOH
10/15/20 ZoomInfo Technologies Inc. Clickagy, LLC NA NA NA Marketing; Buyer Intent Data
10/15/20 YDx Innovation Corp. Amuka Ventures Inc. $2.2 NA NA Games; eSports Venues; Tournaments
10/15/20 Entravision Corporation Cisneros Interactive NA NA NA Digital Agency; Rep Firm; Social Media
10/12/20 Rockstar Games, Inc. Rockstar Dundee Limited NA NA NA Games; Game Developer
10/13/20 360insights.com Perks WW NA NA NA Loyalty; Loyalty Marketing
10/13/20 Vungle, Inc. AlgoLift, Inc. NA NA NA Ad Tech; Mobile; Optimization
10/12/20 Medical Knowledge Group LLC Magnolia Innovation, LLC NA NA NA Market Research; Healthcare Vertical
10/12/20 ArabyAds AdFalcon NA NA NA DSP; Bidding & Optimization; Mobile
10/12/20 Twilio Inc. Segment.io, Inc. $2,916.2 NA NA CDP; Customer Data Platform
10/8/20 Policy Reporter Canary Insights, LLC NA NA NA Information; Health Care Vertical
10/8/20 Infosys Nova Holdings LLC iCiDIGITAL, Inc. $125.0 2.9x NA CEM; eCommerce; Fulfillment
10/7/20 Simplicity Esports and Gaming Co Five franchisee owned esports gaming centers NA NA NA Games; Esports; Gaming Centers
10/7/20 Leaf Mobile Inc. Eastside Games Inc. $113.0 NA NA Games; Mobile Gaming
10/7/20 Dun & Bradstreet Holdings B.V. Bisnode AB $809.5 NA 13.8x Information
10/7/20 Vector Capital MarkLogic Corporation NA NA NA CDP; Customer Data Platform
10/6/20 leadHOOP, LLC Assets of MatchMaximizer NA NA NA Lead Gen; Contact Center Platform
10/6/20 Sabio Ltd Anana Ltd NA NA NA CEM; Customer Experience
10/6/20 ATEME SA Anevia Société Anonyme $23.8 1.3x NM CDN; OTT; Software
10/5/20 Simplicity Esports and Gaming Co All of the assets of esports gaming center $0.0 NA NA Games; Esports; Gaming Centers
10/5/20 Rightpoint Consulting, LLC Something Digital LLC NA NA NA Digital Agency; SEO/SEM; Web Design
10/5/20 W2O Group Starpower LLC NA NA NA Marketing; Influencer Marketing
10/1/20 Spotler Group B.V. Web Power International B.V. NA NA NA Email; Marketing
10/1/20 TransUnion Tru Optik Data Corp. NA NA NA DMP; Audience Measurement
10/1/20 Playboy Enterprises, Inc. Mountain Crest Acquisition Corp NA NA NA Publishing
10/1/20 Mastech Digital Data, Inc. AmberLeaf Partners, Inc. $14.0 1.3x NA Database; Analytics; Consulting
10/1/20 SAP SE Emarsys eMarketing Systems AG NA NA NA CEM; Customer Engagement
10/1/20 Better Collective A/S Atemi Group $51.6 1.4x NA Lead Gen; iGaming Vertical
10/1/20 AB International Group Corp. MusicPromoToday NA NA NA Promotions; Influencer Mktg

*Source: Capital IQ as of 12/31/2020

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 11

 Traditional Media Commentary
Are We There Yet?

Most investors are happy to see 2020 in the rearview mirror. The pandemic hit the industry hard, both in terms of fundamentals and stock
prices. In terms of fundamentals, the media industry performed slightly better in the second half than the dire predictions made in the midst
of the pandemic. Revenues rebounded from the disastrous second quarter, fueled by record breaking political advertising. Many companies
raised revenue and cash flow guidance in the third and fourth quarters due to heavy political advertising spend. But, factoring out the huge
influx of political, advertising trends seemed to have improved, nonetheless. We caution investors not to get over their skis on optimism.
Political advertising, especially the level at which it came in, created a substantial amount of noise around core advertising. We caution that
the advertising recovery may not be as robust heading into 2021 without the strong political advertising tailwind. The general economy is still
reeling from store and restaurant closures and other restrictions. While a vaccine offers hope that there will be a return to “normalcy”, we
remain cautious about the issues that will need to be addressed post pandemic.

For instance, there appears to be a large number of potential bank foreclosures and forced evictions. This could disrupt consumer behavior in
the coming months. Furthermore, while everyone is hopeful for a return to 2019 revenue levels, we believe that a large number of businesses
are unlikely to return as quickly, and many may be permanently closed. Finally, there is a looming issue of what the government will do to help
pay for the increased Covid related expenses, which may be in the form of tax hikes. There is a 96% correlation to advertising and
discretionary spending. As such, tax hikes could potentially cut into consumer appetite to spend and, subsequently, advertising. While we
anticipate continued improving revenue trends, we are not as sanguine about the advertising recovery in 2021, which we discuss later in this
report. As such, in terms of the advertising recovery, investors may be asking throughout the year, “Are we there yet?”

On the stock front, investors that were fortunate enough to buy media stocks during the midst of the pandemic, saw very strong returns. In
the fourth quarter, particularly, media stocks increased on average 40%. Even with the strong performance in the second half of the year,
media stocks did not overcome the shortfall from earlier in the year. For the most part, media stocks are down modestly in the single digit
percentages for the year, except for the Radio industry. There, despite the 33.5% increase in stock prices for the fourth quarter, radio stocks
remain down a whopping 37%. As we look forward toward 2021, radio stocks appear to offer the best value and the most upside appreciation
potential, assuming a continued advertising recovery. But this industry is not without risks. Many of the radio companies have heavy debt
burdens, which may be tricky if the advertising recovery does not continue.

40%

20%

0%

-20%

-40%

-60%

-80%
Dec-19 Jan-20 Feb-20 Mar-20 Apr-20 May-20 Jun-20 Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20
S&P 500 Index Noble TV Noble Publisher Noble Radio

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 12

 Television Broadcasting
Will M&A Buoy the Group In 2021?

The fundamentals of the television industry substantially improved in the fourth quarter, fueled by an extraordinary and unprecedented influx
of political advertising. Many companies raised Q4 guidance to reflect the strong political advertising. To put the numbers into perspective, for
most broadcasters, political advertising accounted for nearly 30% of total Q4 broadcast revenues. Comparatively, in 2016, political advertising
accounted for roughly 11% of total Q4 broadcast revenue. What makes the numbers so extraordinary is that retransmission revenues in Q4
2016 were roughly 25% of total broadcast revenues and in Q4 2020 represented about 32%. In total, political and retransmission revenue
accounted for roughly 62% of total television broadcast revenue. Cash flow margins, as measured by adjusted EBITDA, is expected to average
in the high 30s percent range. The robust margins are expected to reflect the high margin political advertising and the significant cost
reduction efforts by companies striving to maintain cash flow during the pandemic.

Some investors and analysts appear to be sanguine about the outlook for the TV fundamentals heading into 2021. We are not as optimistic.
Some analysts point to the relatively healthy advertising environment, excluding political. Given the large influx of political, we believe that
there is a lot of noise in those core advertising numbers. We believe that key advertising categories, such as auto, appear to be recovering
nicely, with some broadcasters indicating that it was down a modest 3% to 8% in the fourth quarter. To put this into perspective, auto was
down as much as 75% in the second quarter. But, some large local advertising categories, such as restaurants, travel, and retail will take longer
to return to 2019 levels, in our view. In addition, as we look forward toward first quarter 2021, there will be some tough year-over-year comps
from the large influx of political advertising from the Democratic primaries. Recall the unprecedented amount that Michael Bloomberg spent
on the primaries? In January 2020, it was reported that he spent $300 million, and then $500 million in February.

Q1 and Full Year 2021 Outlook

Consensus revenue estimates for the first quarter anticipate TV industry revenues to decline on average 3.6%, which we believe is optimistic.
In our view, the estimates do not appear to fully reflect the absence of political advertising, nor the lingering local economic impact from the
pandemic. Our revenue estimate anticipates that the average TV company will report revenue declines in the range of 9.2%. The second
quarter should reflect much stronger revenue trends given the easy comparable a year earlier, the midst of the economic shutdowns from the
Covid pandemic. While we anticipate strong second quarter revenue, we do not believe that the recovering core advertising trends will be
enough to offset the absence of political advertising. As such, we anticipate that full year television advertising revenue on average will
decline 7.3%. Noble’s estimate is below that of consensus estimates, which anticipate a modest full year 2021 revenue decline of 1%.

The Deal Market Opens

While television fundamentals appear to be still affected by the economic fallout from the Covid pandemic, the deal activity in the industry
has picked up. This follows the surprising offer from E.W. Scripps to buy Ion Media on September 24. Ion Media was on the market prior to the
development of the Covid pandemic early in 2020 but was pulled when economies were closed and Covid mitigation efforts unfolded. Scripps
made a gutsy move to buy Ion in the midst of the pandemic and despite the lack of visibility on the economic and advertising recovery. More
recently, the M&A environment seems to remain healthy given that Quincy Broadcasting and Meredith announced plans to sell TV stations.

Where do TV stocks go from here?

Television stocks outperformed the general market in the fourth quarter with the Noble TV index up 39%, significantly outpacing that of the
general market, as measured by the S&P 500 Index, up 12%. Unfortunately, the strong year- end performance did not offset the weak
performance earlier in the year. For the year, TV stocks were down 9% versus a 16% gain for the general market. The only stock that
outperformed the group in terms of both fourth quarter and full year performance was Entravision (EVC). EVC’s shares were up a significant
82.9% in the fourth quarter and 6.1% for the full year.

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 13

 Television Broadcasting
Despite challenges with the anticipated pace of the advertising recovery and the tough year earlier comparisons, Noble’s media analyst
remains constructive on the television stocks, as TV stocks will be buoyed by the M&A market. But 2021 is expected to be bumpy. As the year
2021 closes, investors will once again focus on 2022 and the prospect of another banner political year. TV stocks typically do better the year
prior to an election year, up an average 22%. Although, this was not the case in the last two elections. While many TV companies will focus on
debt reduction given recent acquisitions, we expect that those with flexible balance sheets will turn toward M&A to enhance longer term
growth potential. As Figure #2 illustrates, there are several companies with relatively low leverage, including Gray Television and Entravision
that appear poised for growth through acquisitions.

RADIO BROADCASTING
Substantial Sequential Improvement in Ad Trends

Based on consensus estimates, fourth quarter revenues are expected to show substantial sequential quarterly improvement from the third
quarter, with 4Q 2020 down roughly 12% versus an average 22% decline in 3Q 2020. The improvement is expected to reflect a sizable boost
from political advertising, although television gets the lion share of political dollars. Broadcasters that have digital, podcasting, and diversified
operations, likely will perform better than the industry averages. Digital, which for many radio broadcasters includes podcasting, appears to be
growing revenues in the double digits. Overall, the industry revenue decline for 2020 is likely to be among the weakest in the media space,
though stock prices likely reflect this reality already.

Looking forward toward 2021, radio may have one of the best revenue recoveries in the media space, largely due to the fact that the industry
does not have as difficult of political comps as others. Even though political was at record levels for radio in 2020, it still accounted for only 4%
of total 2020 industry revenues. While this is up from roughly 3% in the past, it is not too large to overcome given the prospects of a rebound
in advertising. To put this into perspective, political advertising for television accounted for as much as 30% of total revenues. Nevertheless,
consensus revenue estimates for 2021 may be a little high. The average consensus revenue growth is expected to be 13.5%, a revenue growth
estimate that does not anticipate that the industry revenue in 2021 achieves that of 2019. Noble research’s 2021 radio revenue estimate is
7.3%. Either way, radio revenue trends appear favorable. However, revenue will be lumpy. The strongest revenue growth quarter will be the
second quarter, which will be up against the easy comps from the year earlier depth of the pandemic. Q2 2020 revenues were down in the
range of 55% to 65%.

The improving revenue and, subsequently, cash flow trends will be a welcome relief to many radio companies with stretched balance sheets.
2021 cash flow is expected to have strong double-digit growth, in excess of 20%. As Figure #3 illustrates, the average debt to trailing cash flow
for the industry is an historically high 11.1 times. Many companies managed through the pandemic either with government loans or
concessions on debt covenants. Yet, there were some radio companies that were able to manage without tripping covenants. We believe that
most companies will be able to quickly pare down debt, and debt to cash flow levels will drop to an average of 6 times by the end of 2022.
The industry has managed with the relatively high 6 times handle before.

Will Radio stocks recover?

Radio stocks had a strong rebound in the fourth quarter, up 34%, as measured by the Noble Radio Index. But this strong performance was
below that of many media sectors including TV, up 39%, and Publishing, up 42%. Nonetheless, some of the strongest performers in the
industry in the fourth quarter were the larger radio groups including Cumulus Media, up 63%; iHeart Media, up 58%; and, Entercom, up 52%.
Townsquare Media increased a strong 43%. These companies outperformed the Radio Index and many companies across the media spectrum.
The remaining publicly traded stocks traded below the Noble Radio Index. The average radio stock is trading at roughly 9 times enterprise
value to depressed 2021 cash flow estimates. While the multiple may appear high based on most recent trading multiples over the past five
years (excluding 2020), the valuations appear to be compelling considering the strong, double digit cash flow growth that is expected in an
advertising recovery.

Source: Michael Kupinski, October 13, 2020

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 14

 Publishing
Will there be fewer public Publishers?

The fundamentals of the Publishing industry vary by company and depends on which side of the digital divide the company is on. Some
companies, like The New York Times (NYT), have transitioned well toward a digital driven model. Nonetheless, the publishing industry's
transition toward digital accelerated during the pandemic. Unique visitors and digital subscriptions accelerated as travel restricted consumers
sought news and information on Covid and the Presidential elections. Despite the double-digit revenue growth for digital advertising and
subscriptions for some publishers, total revenues are expected to decline in the range of 20%. National publishers, however, may see modest
single digit declines in revenues.

Importantly, many in the industry are reengineering cost structures. While the pandemic caught many media companies flatfooted without
cost mitigation strategies to maintain cash flow, many publishing companies simply accelerated cost reduction plans already in place. The
pandemic allowed many companies to reduce the office footprint or renegotiate office leases at much lower rates. As a result, many
publishers have actually exceeded cash flow expectations. Tribune Publishing is a good example of this. The company recently raised fourth
quarter and full year 2021 cash flow guidance. As we look toward 2021, we anticipate that revenue declines will significantly moderate,
especially since many publishers are near 50% digital revenues. Cash flow for the industry should improve as cost mitigation efforts flow
through to a full year of operations.

Investors are focused on the recent offer by the Alden Group for the remaining 68% of the shares of Tribune Publishing that it does not own.
The $14.25 per share offer follows the company's closing on the sale of BestReviews, which bolstered the company's already strong cash
position. Tribune is expected to end 2020 with as much as $220 million in cash and virtually no debt. We wonder how serious the Alden
Group is about acquiring Tribune. Noble research believes that it is likely that independent board members will reject the low-ball offer. The
question will be whether the Alden Group will increase its offer to levels that reflect the intrinsic value of the company.

Publishing stocks increased a strong 42% in the fourth quarter, boosted by a 145% increase in the stock price of Gannett. GCI shares began the
upward trend following the company's 10Q filing on November 2, as investors concerns over the company's high debt leverage were
assuaged. In addition, the company significantly reduced headcount through a large employee buyout in November.

Source: Michael Kupinski, October 13, 2020

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 15

 TV – SEGMENT ANALYSIS
% of LTM Ent. Value / Net 3 Year
Share 52 Week Market Net Ent. Revenues EBITDA Revenues EBITDA Debt / RevenueEBITDA Dividend
Price High Cap ($M)Debt ($M) Value ($M) ($M) ($M) LTM 2020E 2021E LTM 2020E 2021E EBITDA CAGR Margin Yield
ViacomCBS Inc. $40.06 97.6% $24,727 $18,404 $44,047 $25,931 $4,436 1.7x 1.7x 1.6x 9.9x 8.6x 9.0x 4.1x 28.3% 17.1% 2.4%
Fox Corporation 30.09 75.7% 17,915 3,422 21,541 12,353 3,089 1.7x 1.7x 1.7x 7.0x 7.5x 9.3x 1.1x 7.4% 25.0% 1.5%
Sinclair Broadcast Group, Inc. 32.49 94.0% 2,404 12,072 14,730 6,053 1,751 2.4x 2.5x 2.3x 8.4x 7.9x 10.1x 6.7x 17.4% 28.9% 2.5%
Nexstar Media Group, Inc. 113.31 85.0% 4,991 7,694 12,705 4,225 1,591 3.0x 2.9x 3.0x 8.0x 6.7x 7.8x 4.7x 40.2% 37.7% 2.0%
TEGNA Inc. 15.45 84.4% 3,387 3,842 7,244 2,694 828 2.7x 2.5x 2.6x 8.8x 7.2x 8.6x 4.6x 4.7% 30.7% 1.8%
Gray Television, Inc. 17.51 75.9% 1,659 3,300 5,613 2,168 809 2.6x 2.4x 2.6x 6.9x 6.3x 8.2x 4.0x 37.7% 37.3% NM
The E.W. Scripps Company 15.63 92.3% 1,275 1,834 3,109 1,762 280 1.8x 1.7x 1.6x 11.1x 7.5x 9.7x 6.1x 17.6% 15.9% 1.3%
Entravision Communications Corp 2.94 90.2% 248 118 365 243 42 1.5x 1.2x 0.8x 8.8x 6.7x 6.9x 2.2x 1.9% 17.1% 3.4%

Mean 2.2x 2.1x 2.0x 8.6x 7.3x 8.7x 4.2x 19.4% 26.2% 2.1%
Median 2.1x 2.1x 2.0x 8.6x 7.4x 8.8x 4.3x 17.5% 27.0% 2.0%

LTM EBITDA MARGIN REVENUE GROWTH

25%
35%
20%
30%
15%
25%
10%
20%
5%
15% 0%
10% -5%
5% -10%
0% -15%
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

NET DEBT / LTM EBITDA EV / EBITDA

8.0x 12.0x
10.0x
6.0x
8.0x
4.0x 6.0x
4.0x
2.0x
2.0x
0.0x 0.0x
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 16

 RADIO – SEGMENT ANALYSIS
% of LTM Ent. Value / Net 3 Year
Share 52 Week Market Net Ent. Revenues EBITDA Revenues EBITDA Debt / Revenue EBITDA Dividend
Price High Cap ($M) Debt ($M) Value ($M) ($M) ($M) LTM 2020E 2021E LTM 2020E 2021E EBITDA CAGR Margin Yield
iHeartMedia, Inc. $13.28 67.4% $1,945 $6,221 $8,176 $3,039 $443 2.7x 2.8x 2.5x 18.5x 15.7x 10.6x 9.5x (16.2%) 14.6% NM
Entercom Communications Corp. 2.80 58.3% 386 1,897 2,283 1,156 127 2.0x 2.2x 1.7x 18.0x 16.4x 9.5x 10.2x 47.4% 11.0% NM
Cumulus Media Inc. 8.63 52.6% 176 827 982 856 83 1.1x 1.2x 1.1x 11.8x 13.7x 8.4x 6.9x (0.8%) 9.7% NM
Urban One, Inc. 1.41 20.6% 65 823 920 369 110 2.5x NM NM 8.4x NM NM 6.7x (1.4%) 29.8% NM
Townsquare Media, Inc. 7.11 68.8% 135 517 655 375 58 1.7x 1.8x 1.7x 11.3x 10.9x 8.3x 6.9x 0.8% 15.4% NM
Beasley Broadcast Group, Inc. 1.71 33.2% 50 283 333 210 2 1.6x 1.7x 1.4x NM NM 8.8x 23.3x 24.2% 0.9% NM
Salem Media Group, Inc. 1.28 48.9% 34 269 303 236 24 1.3x 1.3x 1.3x 12.5x 10.6x 10.0x 6.8x (2.5%) 10.3% NM
MediaCo Holding Inc. 2.94 33.1% 21 111 156 42 2 3.8x NM NM NM NM NM 18.7x 0.0% 4.1% NM
Saga Communications, Inc. 22.50 70.4% 135 (32) 103 99 10 1.0x NM NM 10.3x NM NM NM 1.1% 10.1% NM

Mean 2.0x 1.8x 1.6x 13.0x 13.5x 9.2x 11.1x 5.8% 11.8% NM
Median 1.7x 1.7x 1.5x 11.8x 13.7x 9.1x 8.2x 0.0% 10.3% NM

LTM EBITDA MARGIN REVENUE GROWTH

25% 5%
0%
20%
-5%
15% -10%
10% -25%
-35%
5%
-45%
0% -55%
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

NET DEBT / LTM EBITDA EV / EBITDA

14.0x
18.0x
12.0x 16.0x
10.0x 14.0x
12.0x
8.0x
10.0x
6.0x 8.0x
4.0x 6.0x
4.0x
2.0x 2.0x
0.0x 0.0x
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 17

 PUBLISHING – SEGMENT ANALYSIS
% of LTM Ent. Value / Net 3 Year
Share 52 Week Market Net Ent. Revenues EBITDA Revenues EBITDA Debt / Revenue EBITDA Dividend
Price High Cap ($M) Debt ($M) Value ($M) ($M) ($M) LTM 2020E 2021E LTM 2020E 2021E EBITDA CAGR Margin Yield
News Corporation $18.63 95.9% $11,008 $1,037 $12,767 $8,785 $832 1.5x 1.5x 1.5x 15.3x 13.1x 11.3x 1.0x 3.4% 9.5% 1.1%
The New York Times Company 48.04 91.7% 8,033 (524) 7,235 1,752 219 4.1x 4.1x 3.8x 33.0x 30.0x 23.1x NM 5.0% 12.5% 0.5%
Gannett Co., Inc. 3.42 48.4% 471 1,770 2,245 3,229 352 0.7x 0.7x 0.7x 6.4x 6.3x 5.9x 4.0x 14.2% 10.9% NM
Lee Enterprises, Incorporated 1.36 44.0% 80 576 657 618 91 1.1x NM NM 7.2x NM NM 5.5x 2.9% 14.8% NM
Tribune Publishing Company 14.85 97.3% 543 17 619 841 81 0.7x 0.8x 0.9x 7.7x 7.0x 5.9x 0.2x (2.6%) 9.6% NM
A.H. Belo Corporation 1.68 55.1% 36 (18) 18 160 (2) 0.1x NM NM NM NM NM NM (11.0%) (1.2%) 9.5%

Mean 1.4x 1.8x 1.7x 13.9x 14.1x 11.5x 2.7x 2.0% 9.4% 3.7%
Median 0.9x 1.1x 1.2x 7.7x 10.0x 8.6x 2.5x 3.2% 10.2% 1.1%

LTM EBITDA MARGIN REVENUE GROWTH

0%
20%
-5%
15%
-10%
10%
-15%
5% -20%

0% -25%
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

NET DEBT / LTM EBITDA EV / EBITDA

14.0x
8.0x
12.0x
6.0x 10.0x
8.0x
4.0x
6.0x
4.0x
2.0x
2.0x
0.0x 0.0x
Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3 Q1 Q3
15 16 16 17 17 18 18 19 19 20 20 15 16 16 17 17 18 18 19 19 20 20

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 18

 TRADITIONAL MEDIA M&A ACTIVITY
TRANSACTION EV / EV/
Date BUYER TARGET VALUE ($M) REVENUE EBITDA CLASSIFICATION
12/17/2020 Clint Reilly Communications SF Newspaper Company LLC NA NA NA Newspaper; Daily and Weekly
12/9/2020 Canossa Events Srl Cavallino, Inc. NA NA NA Magazine and Events
12/7/2020 New Jersey Monthly, L.L.C. Design NJ NA NA NA Magazine
12/3/2020 iHeartMedia, Inc. Pair of AMs and FM translators of Mortenson $1.0 NA NA Radio Stations
12/4/2020 The Orchard Enterprises, Inc. Human Re Sources NA NA NA Music Distribution; Talent Agency
12/1/2020 Vector Capital Mood Media Corporation NA NA NA In-Store Media
11/25/2020 Penguin Random House LLC Simon & Schuster, Inc. $2,175.0 2.7x NA Book Publisher
11/19/2020 Management of Fuse Media fuse, LLC. NA NA NA Cable Network
11/18/2020 Smiley Radio Properties KBLA-AM in Santa Monica, CA from Multicultural Radio $7.2 NA NA Radio Station
11/16/2020 Money Mailer, LLC the inside coup NA NA NA Direct Mail; Coupon Magazine
11/12/2020 eXp World Holdings, Inc. SUCCESS Enterprises NA NA NA Magazine
11/11/2020 Student Bridge Inc Teen Ink USA, Inc. NA NA NA Magazine; Teen Focused
11/6/2020 Gateway Creative Broadcasting, Inc. WFUN St. Louis of Arch Broadcasting, L.P. $8.0 NA NA Radio Station
11/5/2020 Urban One, Inc. WLNK-FM, WBT-AM & FM, WFNZ-AM & 102.5 FM NA NA NA Radio Stations (swap w/Entercom)
11/3/2020 Weigel Broadcasting Co. Inc. KAZD-TV, KYAZ-TV, KMOH-TV and a Low-Power Station $35.0 NA NA Low-Power TV Stations
11/3/2020 41 North Media LLC Nantucket Inquiror and Mirrorfrom Gannett NA NA NA Newspaper
10/29/2020 Allen Media Group, LLC. THIS TV, LLC/Light TV, LLC NA NA NA TV Networks
10/19/2020 Gray Television Low-power TV station in Mansfield, OH from Mid-State $0.5 NA NA TV Station
10/19/2020 SagamoreHill Broadcasting, LLC KJTV and KJTV-CD $5.0 NA NA TV Stations
10/19/2020 Gray Television, Inc. KLCW-TV, KMYL-LD and KXTQ-CD of Ramar Coms $10.0 NA NA TV Stations
10/16/2020 The Pilot LLC Walter Magazine NA NA NA Magazine
10/15/2020 Sinclair Broadcast Group, Inc. Two Class A TV Stations in Washington $8.5 NA NA TV Stations
10/14/2020 INYO Broadcast Holdings 26 former ION TV Stations from E.W. Scripps $45.0 NA NA TV Stations
10/9/2020 Pocket Outdoor Media LLC Big Stone Publishing, Inc. NA NA NA Magazines
10/9/2020 PM Radio, LLC Estrella Media, Inc. - KZMP-FM $10.0 NA NA Radio Station
10/8/2020 Educational Media Foundation, Inc. Centennial Licensing II, LLC $1.75 NA NA Radio Station
10/6/2020 North Equity LLC Media brands of Bonnier Corporation NA NA NA Magazines
10/3/2020 Radiant Life Ministries KTNC-TV in Concord, CA from NRJ TV $7.8 NA NA TV Station
10/1/2020 iHM Licenses, LLC Immaculate Heart Media, Inc. - WZAB-AM / KKDD $1.0 NA NA Radio Stations

*Source: Capital IQ though 12/31/2020

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 19

 NOBLE CAPITAL MARKETS
NOBLE CAPITAL MARKETS FULL-SERVICE INVESTMENT BANK
NOBLE CAPITAL MARKETS is a research-driven investment and ▪ Established 1984.
merchant bank focused on small cap, emerging growth ▪ Private firm, employee owned.
companies in the healthcare, technology, media and natural ▪ Built on commitment to provide value and support
resources sectors. That’s what we are. Who we are is what makes for our clients.
us different.

Our people are talented, dedicated, experienced professionals

who come together with a common cause; advising on long-term
client solutions by employing innovative, collaborative and FOCUSED INSTITUTIONAL SALES AND
responsive strategies. We’re passionate and personable. We TRADING
approach things from our clients’ perspective.
▪ Seasoned sales and sales trading team.
We know that developing lasting relationships is reliant upon ▪ Long standing relationships with premier growth-
putting our clients’ interests before ours. We understand the focused investors.
impact of our services. Insightful advisory and effective capital
procurement can change lives. Empowering our clients to create
employment, engineer technological and medical breakthroughs,
producing products and services that lay the foundation for the RESEARCH DRIVEN CAPITAL MARKETS
future. For more than 30 years these have been our guiding
principles. While much has changed over the three decades since PLATFORM
we began, these core values and our reputation have not. Our
clients must know what to expect from us. Then we can strive to ▪ Experience team of Research Analysts covering
exceed expectations. approximately 100 companies.
▪ Focus on Technology, Media, Healthcare and Natural
Resources.
A SIMPLE FORMULA ▪ Strong Institutional Sponsorship.
OUR VALUE PROPOSITION.

It starts with research With a fundamental belief that information

guides the management process, NOBLE understands that there INVESTMENT BANKING COMMITMENT
is no short-path to success. With this as a solid foundation, apply ▪ Proven track record.
experience and execution delivered by people with passion. This ▪ Senior level attention to every client and transaction.
is ▪ Ability to deliver complete “mind share” of NOBLE on
our formula to add value to your creation. all transactions.

Research + Experience & Execution + People with Passion = Value

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 20

 INVESTMENT BANKING
Our investment banking team, together with our well-recognized equity research analysts and the equity capital markets group, provide our
clients with fundamental capital markets advisory and support - prior, during and most importantly, after a transaction. NOBLE‘s investment
banking team works closely with the management and Board of our corporate clients in order to fully understand operational and financial
objectives. With this knowledge our banking team will develop an efficient and effective advisory program which offers a variety of services
including:

EQUITY CAPITAL MARKETS DEBT CAPITAL MARKETS ADVISORY SERVICES

▪ Secondary and Follow-on Offerings ▪ Senior Debt • Merger & Acquisitions
▪ Registered Direct Offerings ▪ Mezzanine • Fairness Opinions
▪ Initial Public Offerings ▪ Convertible Debt • Valuation Services
▪ At the market Offerings (ATM’s) ▪ Bridge Financings
▪ PIPEs/Private Sale Offerings

SELECT MEDIA TRANSACTIONS

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 21

 VALUATION SERVICES
NOBLE’s Valuation and Advisory Services team specializes in providing business and intangible asset valuations, fairness opinions, financial and
strategic analysis, and transaction support services covering a broad spectrum of industries and situations from early stage, middle market and
Fortune 500 companies and capital market constituents. NOBLE’s team is made up of professionals with numerous accreditations and bring
excellence in accounting, taxation, and financial due diligence to provide companies with valuation advice for a multitude of purposes.

Valuation – NOBLE’s professionals have significant experience in the valuation of privately owned and public businesses across a wide range of
industries. We perform an extensive analysis of the business as well as evaluate industry trends and various other factors in order to inform
our clients as to the likely range of value they can expect. Our services are characterized by intellectual and analytical rigor and our conclusions
are backed by thorough documentation.

Chief Accounting Officers, Corporate Controllers, CFOs, and Corporate Boards rely on Noble’s experienced valuation professionals to produce
sophisticated, supportable, and timely valuations to assist in complying with financial reporting requirements, including:

▪ Purchase price allocation and fresh start accounting

▪ Goodwill and long-lived asset impairment testing
▪ Tangible asset valuation
▪ Fair Value measurement of financial assets & liabilities

Opinions - Whether our clients are looking to fulfill their fiduciary duties, mitigate risk or determine corporate value, we are there throughout
the transaction process to offer objective advice based on rigorous analysis. We work on behalf of boards of directors, investors, trustees and
other corporate leaders to advise and provide opinions on a wide range of transactions.

We have advised Corporate Boards, special transaction committees, independent trustees, management and other fiduciaries of middle
market public and private companies on the financial aspects of a transaction. Our independent advice withstands scrutiny from shareholders,
bondholders, the SEC, IRS, or counterparties to a transaction

MERCHANT BANKING
Our Principal Investment focus is primarily on private and small-cap public ($10mill to $50mill market caps) companies in industries within
NOBLE’s research verticals. Investments are made directly by NOBLE and its affiliates and may also involve syndicate participants. We work to
identify those companies with game-changing or superior products and technologies that have management teams with proven track-records
of success. NOBLE structures investments to meet a company’s capital needs whether its growth capital, liquidity or debt repayment. Capital
commitment ranges from $200k to $2million principal and $2million above with syndicate.

The scope of our Merchant Banking activities includes:

▪ Targeting domestic companies within our areas of focus and expertise
▪ Analyzing a company’s opportunities and assessing its risks within their respective industry
▪ Structuring, negotiating and executing the transaction
▪ Work in assessing the appropriate time and manner in which to harvest the investment

NOBLE’s Merchant Banking Team works continuously with our portfolio companies to assist the management team and Board of Directors to
create value and grow their businesses to facilitate long-term shareholder value. Through our extensive sector research coverage,
institutional investor non-deal road shows, equity conferences and market making, we blend a powerful mix of capital markets acumen to
procure success.

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 22

 INVESTMENT BANKING TEAM

Richard Giles, Managing Director Christopher Ensley, Managing Director

rgiles@noblecapitalmarkets.com – (617) 692-9346 censley@noblecapitalmarkets.com – (917) 970-8850
▪ Joined Noble in 2016
▪ Joined NOBLE in 2010 as Head of the Technology, Media &
▪ 20 years of equity capital market expertise
Telecommunications Investment Banking Group.
▪ Previous experience at Salomon Brother, Lazard, Bear Stearns,
▪ 25 years of investment banking experience.
Coady Diemar Partners
▪ Executed more than 100 M&A and capital raising transactions
▪ Participated in $16+ billion transactions over his tenure on
totaling $10+ billion.
Wall Street
▪ Former head of Stifel Nicolaus’ Technology Group.
▪ M.B.A., Vanderbilt University - Owen Graduate School of
▪ Former head of A.G. Edwards’ Emerging Growth. Group and
Management
member of Investment Committee for A.G. Edwards Capital.
▪ B.S., William & Mary
▪ A.B., Harvard College; M.B.A., Harvard Business School.

Mark Suarez, Managing Director Francisco Penafiel, Managing Director, Investment

msuarez@noblecapitalmarkets.com – (917) 810-5378 Banking Operations
fpenafiel@noblecapitalmarkets.com – (561) 994-5740
▪ Joined Noble as a Managing Director in 2017 ▪ Executed M&A and capital raising transactions totaling over $1
▪ Over 12 years of investment banking and equity research billion dollars in value.
experience ▪ 7 years of sell side equity research experience, covering
▪ Prior experience holding senior positions at McQuilling Partners enterprise & infrastructure software, business services, media,
and Euro Pacific Capital communications, and banks.
▪ B.Com McGill University with concentrations in Economics and ▪ 6 years of portfolio managing experience.
Finance; M.S. in Economics University of Toronto ▪ Manage the business development efforts in LATAM for
▪ Holds a CFA and various FINRA licenses NOBLE.
▪ Engineering, IT & Statistics, Escuela Superior Politecnica
(Guayaquil, Ecuador); M.S. Economics, Florida Atlantic
University.

Stevan Grubic, Director - Valuation Services Stephen McGee, Analyst

sgrubic@noblecapitalmarkets.com – (323) 578-4936 smcgee@noblecapitalmarkets.com – (561) 994-5726
▪ 15 years of middle-market investment banking experience
▪ Joined Noble in 2019 and assists the TMT, Natural Resources and
▪ Expertise in valuations, including business valuations, fairness
Transportation & Logistics bankers
opinions, litigation, and valuations for financial and tax
▪ Previously spent 6+ years in the MILB for various affiliated teams
reporting purposes (ASC805, ASC350, 123R, 409A).
▪ B.S. Hospitality Management FSU
▪ Accredited Senior Appraiser with the American Society of
▪ Level II CFA candidate December 2020
Appraisers (ASA) and has completed over 100 valuation
engagements representing well over $1.0 billion in asset
values.
▪ Prior experience includes Orion Valuation Group, Singer Lewak,
B. Riley & Co., L.H. Friend Weinress, Frankson & Presson and
North American Capital Partners

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 23

 RESEARCH – MEDIA & ENTERTAINMENT

Michael Kupinski,
Director of Research
mkupinski@noblecapitalmarkets.com - 561.994.5734

SALES & TRADING

David Lean
Head Trader, Director of Institutional Sales and Trading,
Chief Compliance Officer
dlean@noblecapitalmarkets.com – 561.994.5737

NOBLE CAPITAL MARKETS

225 NE Mizner Boulevard, Suite 150
Boca Raton, Florida 33432
Phone: 561-994-1191
Fax: 561-994-5741
www.nobleresearch.com

DISCLAIMER
All statements or opinions contained herein that include the words “we”, “us”, or “our” are solely the responsibility of NOBLE Capital Markets,
Inc. and do not necessarily reflect statements or opinions expressed by any person or party affiliated with companies mentioned in this
report. Any opinions expressed herein are subject to change without notice. All information provided herein is based on public and non-public
information believed to be accurate and reliable, but is not necessarily complete and cannot be guaranteed. No judgment is hereby expressed
or should be implied as to the suitability of any security described herein for any specific investor or any specific investment portfolio. The
decision to undertake any investment regarding the security mentioned herein should be made by each reader of this publication based on
their own appraisal of the implications and risks of such decision. This publication is intended for information purposes only and shall not
constitute an offer to buy/ sell or the solicitation of an offer to buy/sell any security mentioned in this report, nor shall there be any sale of the
security herein in any state or domicile in which said offer, solicitation or sale would be unlawful prior to registration or qualification under the
securities laws of any such state or domicile. This publication and all information, comments, statements or opinions contained or expressed
herein are applicable only as of the date of this publication and subject to change without prior notice. Past performance is not indicative of
future results.
WARNING
This report is intended to provide general securities advice, and does not purport to make any recommendation that any securities
transaction is appropriate for any recipient particular investment objectives, financial situation or particular needs. Prior to making any
investment decision, recipients should assess, or seek advice from their advisors, on whether any relevant part of this report is appropriate to
their individual circumstances. If a recipient was referred to a NOBLE Company by an investment advisor, that advisor may receive a benefit in
respect of transactions effected on the recipients behalf, details of which will be available on request in regard to a transaction that involves a
personalized securities recommendation. This report may not be reproduced, distributed or published for any purpose unless authorized by
NOBLE Capital Markets, Inc.
U.S. CLIENTS
For purposes of distribution in the United States, this report is prepared for persons who can be defined as “Institutional Investors” under U.S.
regulations. Any U.S. person receiving this report and wishing to effect a transaction in any security discussed herein, must do so through a
U.S. registered broker or dealer. NOBLE International Investments, Inc. is a U.S. registered broker dealer.
Noble Capital Markets is a member of FINRA, MSRB & SIPC. This document is not an offer to buy or sell securities.

VOLUME 10, ISSUE 4 l January 2021 MEDIA SECTOR REVIEW l 24