2015 Q4 Earnings call presentation · 2015 EARNINGS CALL PRESENTATION. Cautionary Language 2 This...

2015EARNINGS CALL PRESENTATION

Cautionary Language

2

This presentation contains forward-looking statements, including those relating to our capital needs, business strategy, expectations and intentions. Statementsthat use the terms “believe”, “anticipate”, “trend”, “expect”, “plan”, “estimate”, “forecast”, “intend” and similar expressions of a future or forward-looking natureidentify forward-looking statements for purposes of the U.S. federal securities laws or otherwise. For these statements and all other forward-looking statements,we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

Forward-looking statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy or are otherwise beyond ourcontrol and some of which might not even be anticipated. Forward-looking statements reflect our current views with respect to future events and because ourbusiness is subject to such risks and uncertainties, actual results, our strategic plan, our financial position, results of operations and cash flows could differmaterially from those described in or contemplated by the forward-looking statements contained in this report.

Important factors that contribute to such risks include, but are not limited to, those factors set forth under "Risk Factors” as well as the following: the success ofour efforts to increase our revenues and recapture advertising market share in the Czech Republic; levels of television advertising spending and the rate ofdevelopment of the advertising markets in the countries in which we operate; the effect of global economic uncertainty and Eurozone instability in our marketsand the extent and timing of any recovery; the extent to which our liquidity constraints and debt service obligations restrict our business; our ability to refinanceour existing indebtedness; our success in continuing our initiatives to diversify and enhance our revenue streams; our ability to make cost-effective investmentsin our television businesses, including investments in programming; our ability to develop and acquire necessary programming and attract audiences; changesin the political and regulatory environments where we operate and application of relevant laws and regulations; our exposure to additional tax liabilities; and thetimely renewal of broadcasting licenses and our ability to obtain additional frequencies and licenses.

The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with other cautionary statements that areincluded in our filings. For a more detailed description of these uncertainties and other features, please see the “Risk Factors” section in our most recent AnnualReport on Form 10-K filed with the U.S. Securities and Exchange Commission. Forward-looking statements speak only as of the date on when they were madeand we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future developments orotherwise.

Non-GAAP Financial MeasuresCME reports its results in accordance with generally accepted accounting principles in the United States (“GAAP”). However, management believes that certainnon-GAAP performance measures used in managing the business may provide meaningful information about underlying trends in our business. Non-GAAPfinancial measures should be viewed in addition to, and not as an alternative for, CME’s reported results prepared in accordance with GAAP. Please see theattached Financial Review appendix for a reconciliation to the most directly comparable GAAP financial measures. OIBDA, which includes amortization andimpairment of program rights, is determined as operating income before depreciation, amortization of intangible assets and impairments of assets and certainunusual or infrequent items that are not considered by our chief operating decision makers when evaluating our performance.

3

Management Attending the Call

Michael Del Nin – Co-Chief Executive Officer

Christoph Mainusch – Co-Chief Executive Officer

David Sturgeon – Chief Financial Officer

Daniel Penn – General Counsel

Mark Kobal – Head of Investor Relations

Net Revenues

800

600

400

200

0FY 2014 FX FY 2014@2015 rates FY 2015

680.8

(108.6)

572.2605.8

Consolidated Revenues and OIBDA

4

US$ m US$ m

OIBDA

150

100

50

0FY 2014 FX FY 2014@2015 rates FY 2015

95.4

(15.1)

80.3

122.8

6%53%

Net Revenues Trend by Quarter

5

US$ m

200

150

100

50

0 Q1 2013

Q1 2014

Q1 2015

Q2 2013

Q2 2014

Q2 2015

Q3 2013

Q3 2014

Q3 2015

Q4 2013

Q4 2014

Q4 2015

124

141

126

167

193

167

123131

Q1 Q2 Q3

Actual Exchange Rates

US$ m

200

150

100

50

0 Q1 2013

Q1 2014

Q1 2015

Q2 2013

Q2 2014

Q2 2015

Q3 2013

Q3 2014

Q3 2015

Q4 2013

Q4 2014

Q4 2015

103

116126

139

155

167

102112

+12%+9%

+12%+8%

+10%+5%

Q1 Q2 Q3

Constant Exchange Rates (Lfl1)

¹ Like-for-Like currency variance reflects the impact of applying the current period average exchange rates to the prior period revenues.

117117

Q4 Q4

219 216196

174

190 196

+3%+9%

OIBDA Margin Trend by Quarter

6

FY

(8)%

14%

20%

2013 2014 2015

40%

30%

20%

10%

0%

-10%

-20%

-30%

-40%Q1 Q2 Q3 Q4

(17)%

4%

(27)%

(1)%

(2)%

21%

2%

25%

9%

28%

7%

29%

@ actual rates

130

80

30

-20

-70

Q4 2013 Q1 2014 Q2 2014 Q3 2014 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015

(48)

(31)

3

39

95

110116

122 123

$m @ actual rates

Last Twelve Months (LTM) OIBDA Trend by Quarter

7

Audience Performance Overview

8Variance in percentage points

Source: Local TV data providers (see Segment Performance slides). All shares in main channel sales target group.

2014 2015

FY All Day Audience Share

50%40%30%20%10%

0%

Bulgaria Croatia Czech Republic Romania Slovak Republic Slovenia

34.7% 27.3%36.2%

24.9% 33.0% 35.1%38.8%27.4% 36.0%

24.7% 31.1% 34.3%

2014 2015

FY Prime Time Audience Share

60%50%40%30%20%10%

0%


39.1% 34.5% 40.8%30.3% 35.3% 43.5%42.9% 35.1% 40.2% 31.0% 33.3% 42.7%

-0.8

+0.6 -0.6 +0.7

-2.0 -0.8

+4.1 +0.1 -0.2

-0.2 -1.9

+3.8

2015 Revenues by Segment

US$ m

Net Revenues

2014 2015

Variance

Actual % Lfl %1

Bulgaria 87.1 73.1 (16.1)% 0.2%

Croatia 62.0 55.9 (9.9)% 7.8%

Czech Republic 202.8 182.6 (9.9)% 6.3%

Romania 178.6 157.6 (11.8)% 5.4%

Slovak Republic 90.6 84.4 (6.8)% 11.0%

Slovenia 61.4 54.2 (11.6)% 5.5%

Intersegment revenues (1.6) (2.0) NM² NM²

Total net revenues 680.8 605.8 (11.0)% 5.9%

¹ Like-for-Like currency variance reflects the impact of applying the current period average exchange rates to the prior period revenues.² Number is not meaningful.

The percentage growth figures have been derived from data included in our Form 10-K for the year ended December 31, 2015.

9

¹ Like-for-Like currency variance reflects the impact of applying the current period average exchange rates to the prior period revenues and costs.² Number is not meaningful.

The percentage growth figures have been derived from data included in our Form 10-K for the year ended December 31, 2015.

See also OIBDA reconciliation on slide 26.

2015 OIBDA by Segment

US$ mOIBDA

2014 2015Variance

Actual % Lfl %1

Bulgaria 9.4 15.5 65.3% 96.1 %

Croatia 7.8 7.9 0.6% 21.9 %

Czech Republic 62.0 71.7 15.7% 35.1 %

Romania 37.3 41.2 10.5% 31.9 %

Slovak Republic 4.6 10.6 130.8% 164.5 %

Slovenia 5.3 6.1 13.6% 33.6 %

Eliminations 0.0 (0.2) NM2 NM2

Operations sub-total 126.3 152.6 20.8% 42.5 %

Central costs (30.9) (29.8) 3.4% (11.4)%

Total 95.4 122.8 28.7% 52.9 %

10

Segment Review

Total TV Ad Market Year-on-Year Change, %

44

42

40

38

36

34

32

30

36.2 36.0

40.8 40.2

12

Czech Republic: 2015 performance

2015 Financials

-0.6

Prima Group: 28%

CME Group: 61% (2014: 60%)

CT Group: 5%

Others: 6%

2014 2015

TV Ad Market Share by Quarter 2015 TV Ad Market Share Market Share

¹ Like for-Like currency variance reflects the impact of applying the current period averageexchange rates to the prior period revenues and costs.

Source: ATO-Nielsen Admosphere; Mediaresearch (all audience share data is for the 15-54 targetgroup). TV ad market and TV ad market share represents CME’s internal estimates at constantcurrency exchange rates.

All Day Audience Share

Prime Time Audience Share

-0.2

10

8

6

4

2

0

2014 2015

6%

4%

2014 2015

70

65

60

55

Q1 Q2 Q3 Q4

57%58%

60%61%60% 60%

63%

Total TV Ad Market

Year-on-Year Change, %US$ m 2014 2015 % Act % Lfl¹

TV advertising revenues 184.4 166.2 (9.9)% 6.3 %

Carriage fees &subscription revenues 7.7 7.2 (6.6)% 11.1 %

Other revenues 10.7 9.3 (13.3)% 2.9 %

Net revenues 202.8 182.6 (9.9)% 6.3 %

Total costs 140.8 110.9 (21.2)% (6.6)%

OIBDA 62.0 71.7 15.7 % 35.1 %

OIBDA Margin 30.6% 39.3% 8.7 p.p. 8.4 p.p.

10

8

6

4

2

0

2014 2015

6%

8%35

30

25

20

24.9 24.7

30.3 31.0

13

Romania: 2015 performance

2015 Financials

+0.7

-0.2

Intact Group: 26%

CME Group: 58% (2014: 58%)

Prima Group : 2%

Others: 6%

2014 2015


Kanal D: 8%


Source: Kantar Media (all audience share data is for the 18-49 Urban target group). TV admarket and TV ad market share represents CME’s internal estimates at constant currencyexchange rates.

All Day Prime Time Audience Share Audience Share


2014 2015

70

65

60

55

50

Q1 Q2 Q3 Q4

57% 57%

59% 59%59% 59%

57%58%

US$ m 2014 2015 % Act % Lfl¹



Other revenues 7.0 3.8 (45.6)% (34.9)%

Net revenues 178.6 157.6 (11.8)% 5.4 %

Total costs 141.4 116.4 (17.7)% (1.6)%

OIBDA 37.3 41.2 10.5 % 31.9 %


2014 2015

71

69

67

65

63

61

59

Q1 Q2 Q3 Q4

69%

67%

70%

64%

69%

64%

61%62%

40

35

30

25

33.031.1

35.333.3

14

Slovak Republic: 2015 performance

2015 Financials

-2.0-1.9

Other: 4%

CME Group: 64% (2014: 67%)

JOJ Group: 32%

2014 2015




Source: PMT / TNS SK (all audience share data is for the 12-54 target group). TV ad marketand TV ad market share represents CME’s internal estimates at constant currency exchangerates.

Total TV Ad Market

Year-on-Year Change, % All Day Prime Time Audience Share Audience Share

20

15

10

5

0

2014 2015

4%

16%US$ m 2014 2015 % Act % Lfl¹

TV advertising revenues 85.4 79.1 (7.3)% 10.3%

Carriage fees &subscription revenues 1.0 1.3 35.1 % 61.9%

Other revenues 4.2 4.0 (5.8)% 13.0%

Net revenues 90.6 84.4 (6.8)% 11.0%

Total costs 86.0 73.8 (14.1)% 2.5%

OIBDA 4.6 10.6 130.8 % 164.5%


6

4

2

0

-2

-4

-6

2014 2015

(3)% (3)%

45

40

35

30

34.7

38.8 39.1

42.9

15

Bulgaria: 2015 performance

2015 Financials

+3.8

+4.1

Others: 4%

CME Group: 58%(2014: 57%)

BNT Group: 3%

MTG Group: 35%

2014 2015




Source: GARB (all audience share data is for the 18-49 target group). TV ad market and TV admarket share represents CME’s internal estimates at constant currency exchange rates.

Total TV Ad Market

Year-on-Year Change, % All Day Prime Time Audience Share Audience Share

2014 2015

70

65

60

55

50

Q1 Q2 Q3 Q4

54%56% 56%

61%

56%58%

57% 60%

US$ m 2014 2015 % Act % Lfl¹

TV advertising revenues 61.5 50.7 (17.5)% (1.6)%


Other revenues 5.8 4.5 (22.1)% (6.9)%

Net revenues 87.1 73.1 (16.1)% 0.2 %

Total costs 77.7 57.6 (25.9)% (11.4)%

OIBDA 9.4 15.5 65.3 % 96.1 %


40

35

30

25

20

27.3 27.4

34.5 35.1

16

Croatia: 2015 performance

2015 Financials

+0.6

+0.1

HTV Group: 8%

RTL Group: 36%

2014 2015



Source: AGB Nielsen Media Research (all audience share data is for the 18-54 target group).TV ad market and TV ad market share represents CME’s internal estimates at constantcurrency exchange rates.



6

4

2

0

2014 2015

4% 4%

2014 2015

70

65

60

55

50

45

Q1 Q2 Q3 Q4

56%

53%

57% 56%56% 55%

58%56%

CME Group: 56%(2014: 55%)

US$ m 2014 2015 % Act % Lfl¹

TV advertising revenues 56.3 49.6 (11.8)% 5.5%

Carriage fees &subscription revenues 2.0 2.3 17.0 % 39.8%

Other revenues 3.8 4.0 5.1 % 25.7%

Net revenues 62.0 55.9 (9.9)% 7.8%

Total costs 54.2 48.0 (11.4)% 5.8%

OIBDA 7.8 7.9 0.6 % 21.9%


50

45

40

35

30

35.1 34.3

43.5 42.7

17

Slovenia: 2015 performance

2015 Financials

-0.8

-0.8

Others: 2%

2014 2015


Pink SI: 1%

State TV Group: 12%

Planet TV Group: 8%


Source: AGB Nielsen Media Research (all audience share data is for 18-54 target group. TVad market and TV ad market share represents CME’s internal estimates at constant currencyexchange rates.



10

5

0

-5

-10

2014 2015

(6)%

7%

2014 2015

90

85

80

75

70

65

60

Q1 Q2 Q3 Q4

79%

76% 73%

81%

76%

78%

70%

80%

CME Group: 77%(2014: 77%)

US$ m 2014 2015 % Act % Lfl¹



Other revenues 4.8 3.7 (21.7)% (7.1)%

Net revenues 61.4 54.2 (11.6)% 5.5 %

Total costs 56.0 48.2 (14.0)% 2.8 %

OIBDA 5.3 6.1 13.6 % 33.6 %


1 Debt in currencies other than US$ are translated at FX rates as at December 31, 2015.2 Includes PIK interest to December 31, 2015.3 Excludes PIK interest from December 1, 2015.4 The maturity of 2018 Euro Term Loan will be extended by one year to 2018 in transaction entered into in February 2016.5On February 19, 2016 we entered into the 2021 Euro Term Loan to refinance the 2017 Term Loan and redeem the 2017 PIK Notes.

Free cash flow excludes the cash impact of certain unusual or infrequent items that are excluded from OIBDA.

1,000

800

600

400

200

02016 2017 2018 2019

Debt Maturity Profile and Free Cash Flow

18

Components of free cash flow (US$ m) Year ended 2014 Year ended 2015 Variance

OIBDA 95 123 28Change in working capital (11) 12 23Interest, taxes, and other (71) (39) 32Net investment in programming (78) (11) 67Capex (29) (30) (1)Total (94) 55 149

2017 Term Loan 2017 PIK Notes

1,000

800

600

400

200

02016 2017 2018 2019 2020 2021

2734

Pro Forma maturity as at December 31, 2015(US$ m)1

2019 Euro Term Loan 2018 Euro Term Loan

Maturity as at December 31, 2015(US$ m)1

256

382

273

5033

256

5105

2021 Euro Term Loan

19

Appendix

EARNINGS CALL

20

Q4 Audience Performance Overview

Variance in percentage points

Source: Local TV data providers (see Segment Performance slides). All shares in main channel sales target group.

2014 2015

Q4 All Day Audience Share

50%

40%

30%

20%

10%

0%


37.0%28.7% 36.4%

24.2%33.5% 36.6%38.9%

28.6% 34.7%23.7% 31.9% 31.9%

2014 2015

Q4 Prime Time Audience Share

60%50%40%30%20%10%

0%


40.9% 37.7% 40.9%29.9% 36.2% 45.0%41.7% 36.0% 38.9%

28.9% 33.9% 39.1%

+1.9 -0.1

+0.8 -1.7

-1.7 -0.5

-1.6 -4.7

-2.0 -1.0

-2.3 -5.9

Q4 2015 Revenues by Segment

21


US$ m

Net Revenues

Q4 2014 Q4 2015

Variance

Actual % Lfl %1

Bulgaria 26.2 22.2 (15.1)% (2.8)%

Croatia 18.1 17.7 (2.3)% 11.5 %

Czech Republic 66.4 60.0 (9.6)% 1.2 %

Romania 55.1 48.0 (12.9)% 0.2 %

Slovak Republic 30.5 29.4 (3.5)% 10.4 %

Slovenia 19.9 19.1 (4.2)% 9.7 %

Intersegment revenues (0.1) (0.9) NM² NM²

Total net revenues 216.2 195.6 (9.5)% 3.0 %

Q4 2015 OIBDA by Segment

22


See also OIBDA reconciliation on slide 26.

US$ mOIBDA

Q4 2014 Q4 2015

Variance

Actual % Lfl %1

Bulgaria 4.3 7.0 62.5 % 85.9 %

Croatia 2.9 2.0 (31.6)% (21.8)%

Czech Republic 28.9 27.9 (3.4)% 8.2 %

Romania 16.3 15.4 (5.1)% 9.1 %

Slovak Republic 6.8 6.7 (0.2)% 14.2 %

Slovenia 5.6 6.3 13.0 % 29.6 %

Eliminations (0.4) 0.0 NM2 NM2

Operations sub-total 64.3 65.4 1.7 % 15.5 %

Central costs (9.2) (9.2) 0.1 % (10.7)%

Total 55.1 56.2 2.0 % 16.3 %

Summary Consolidated Statements of Operations

23

US$ mYear ended December 31,

2014 2015Net revenues 680.8 605.8Content costs 358.4 292.6Other operating costs 85.5 69.7Depreciation and amortization 45.2 40.2Selling, general and administrative costs 143.6 107.0Restructuring costs 9.9 1.7Operating income 38.3 94.6Interest expense (142.0) (171.4)

Loss on extinguishment of debt (39.2) —Non-operating expenses (9.9) (25.9)Credit for income taxes 1.4 0.5Loss from continuing operations (151.5) (102.3)Loss from discontinued operations, net of tax (80.4) (13.3)Net loss (231.9) (115.6)Net loss attributable to noncontrolling interests 4.5 0.7

Net loss attributable to CME Ltd. (227.4) (114.9)

Net loss attributable to CME Ltd. per share (1.66) (0.90)

Please refer to our Form 10-K for the year ended December 31, 2015 for the full financial statements and related notes and disclosures.

US$ m As at December 31, 2014 As at December 31, 2015

Current assets 345.0 358.3Assets held for sale 29.9 —Total current assets 374.9 358.3Non-current assets 1,244.5 1,095.9

Total assets 1,619.4 1,454.2Current liabilities 439.9 146.3Liabilities held for sale 10.6 —

Non-current liabilities 667.7 988.1

Total liabilities 1,118.2 1,134.4Series B Convertible Redeemable Preferred Stock 223.9 241.2CME Ltd. shareholders' equity 279.8 77.3Noncontrolling interests (2.6) 1.4Total liabilities and equity 1,619.4 1,454.2

Cash & cash equivalents 34.3 61.7Gross debt1 (1,066.0) (1,107.2)

Net debt (1,031.7) (1,045.5)

24

¹ Gross debt is the full face value of all outstanding debt.Please refer to our Form 10-K for the year ended December 31, 2015 for the full financial statements and related notes and disclosures.

Summary Consolidated Balance Sheet

Summary Cash Flow

25

US$ mYear ended December 31,

2014 2015Net cash (used in) / generated from operating activities (65.2) 85.9

Net cash used in investing activities (28.5) (30.4)

Net cash provided by / (used in) financing activities 39.0 (28.9)

Net cash (used in) / generated from discontinued operations (2.6) 3.5

Impact of exchange rate fluctuations (10.7) (2.7)

Net (decrease) / increase in cash and cash equivalents (68.0) 27.4

Net cash (used in) / generated from operating activities (65.2) 85.9

Capex additions, net of disposals (28.5) (30.4)

Free cash flow (93.8) 55.5

Supplemental disclosure of cash flow information and non-cash financing and investing activities:Cash paid for interest 76.2 18.5Interest paid in kind 37.9 81.5

Accretion on Series B Convertible Redeemable Preferred Stock 16.0 17.3

Cash paid for income taxes, net of refunds (2.2) 0.8


OIBDA Reconciliation

26

1Other items for the year ended December 31, 2015 reflects accruals that were subsequently reversed related to tax audits in Romania. Since the charge of US$ 12.0 million recorded during the fourthquarter of 2014 was not included in OIBDA, our reversal of this charge during 2015 has similarly been excluded from OIBDA (see our Form 10-K for the period ended December 31, 2015 for moreinformation). Other items for the three months ended December 31, 2014 also includes the reversal of a fine the competition committee in Slovenia was seeking to impose which was subsequentlyoverturned in the fourth quarter of 2014.

US$ m Three months endedDecember 31, Year ended December 31,

2014 2015 2014 2015Reconciliation to Consolidated Statements ofOperations:Operating income 38.3 46.5 38.3 94.6

Depreciation of property, plant and equipment 8.8 7.0 32.8 27.9

Amortization of intangible assets 2.9 2.6 12.3 12.3

Other items1 5.1 — 12.0 (12.0)

OIBDA 55.1 56.2 95.4 122.8


OIBDA Reconciliation

27

Last Twelve Months (LTM)

US$ m Q4 2013 Q1 2014 Q2 2014 Q3 2014 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015Reconciliation to ConsolidatedStatements of Operations:

LTM operating (loss) / income (180.0) (160.9) (133.5) (97.0) 38.3 35.7 49.5 86.4 94.6

Depreciation of property, plant andequipment

37.1 36.0 36.0 36.1 32.8 31.8 30.7 29.7 27.9

Amortization of intangible assets 14.8 14.1 13.7 13.1 12.3 12.6 12.9 12.5 12.3

Other items1 — — 6.9 6.9 12.0 30.2 23.3 (6.9) (12.0)

Impairment charge 79.7 79.7 79.7 79.7 — — — — —

LTM OIBDA (48.4) (31.1) 2.8 38.8 95.4 110.3 116.3 121.7 122.8

Please refer to our Form 10-K for the period ended December 31, 2015 for the full financial statements and related notes and disclosures.

1Other items for the year ended December 31, 2015 reflects accruals that were subsequently reversed related to tax audits in Romania. Since the charge of US$ 12.0 million recorded during thefourth quarter of 2014 was not included in OIBDA, our reversal of this charge during 2015 has similarly been excluded from OIBDA (see our Form 10-K for the period ended December 31, 2015 formore information). Other items for the three months ended December 31, 2014 also includes the reversal of a fine the competition committee in Slovenia was seeking to impose which wassubsequently overturned in the fourth quarter of 2014.

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