Market Overview

InterMedia Outdoors HoldingsDelivers All Cash $9.75 Per Share Offer to Outdoor Channel Holdings

On May 3, 2013, InterMedia Outdoors Holdings, LLC (“InterMedia”) delivered a definitive binding offer to Outdoor Channel Holdings, (Nasdaq: OUTD), to acquire, on the terms and conditions set forth in the offer, all of the outstanding shares of common stock of Outdoor Channel, at a price of $9.75 per share in cash (representing a superior proposal to Outdoor Channel's pending transaction with Kroenke Sports & Entertainment, LLC). InterMedia's offer will remain open until 5:00 p.m. Pacific time on May 10, 2013.

About InterMedia Outdoors Holdings, LLC InterMedia Outdoors Holdings, LLC is a portfolio company of InterMedia Partners VII, L.P. and the parent company of InterMedia Outdoors, Inc. and The Sportsman Channel, Inc. InterMedia Outdoors, Inc. is a multimedia company serving outdoors enthusiasts in the United States, with the largest network of websites dedicated to the hunting, shooting and fishing category; a portfolio of 15 market-leading enthusiast magazines including Guns & Ammo, Petersen's Hunting and In­Fisherman; a television production business producing original branded hunting, shooting and fishing themed programming including category-leading shows North American Whitetail, Guns & Ammo TV and In­Fisherman TV, with over 220 episodes produced annually in high definition; and a content library in excess of 16,000 hours of video content. The Sportsman Channel, Inc. is a national television network fully devoted to the more than 82 million sportsmen and outdoor enthusiasts throughout the United States, delivering programming focused exclusively on hunting, shooting and fishing themed programming. The Sportsman Channel is available in both high definition and standard definition. Nielsen estimated that The Sportsman Channel had approximately 30.1 million cable, satellite and telco subscribers for November 2012.

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