InterMedia, Azteca Form Hemisphere Media Group

InterMedia Partners, fresh off a multimillion dollar deal to
merge its Sportsman Channel outdoors network with Outdoor Channel, has
engineered a transaction to take its Hispanic network holdings including
Cine Latino and WAPA America public in a deal valued at about $400 million.

InterMedia Partners VII, headed by cable legend Leo J.
Hindery, Jr., will essentially roll its Hispanic networks holdings -- Spanish-language movie network Cinelatino and InterMedia Espanol Holdings (which
includes Spanish-language cable network WAPA America and broadcaster WAPA TV) --
with publicly traded shell corporation Azteca Acquisition Corp. The combination
will create Hemisphere Media Group, a Miami-based publicly traded pure-play
Spanish language media company. Hemisphere will be headed by InterMedia Partner
and former Telemundo chief operating officer Alan Sokol as CEO. After the deal
is closed, expected by April 6, InterMedia will own 73% of Hemisphere with
Azteca shareholders holding the remaining 27%.

"The combination of these two companies creates a powerful
new presence in Hispanic media," Sokol said in a statement.

Azteca, a special purpose acquisition corporation, is
contributing its $100 million in cash assets to the deal. The InterMedia assets
are valued at about $300 million.

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