2016 Q3 Investor Presentation...Q3 2016 Investor Presentation 2 Cautionary Language This...
Transcript of 2016 Q3 Investor Presentation...Q3 2016 Investor Presentation 2 Cautionary Language This...
Q3 2016Investor Presentation
2
Cautionary Language
This presentation contains forward-looking statements, including those relating to our capital needs, business strategy, expectations and intentions. Statements that use the terms“believe”, “anticipate”, “trend”, “expect”, “plan”, “estimate”, “forecast”, “intend” and similar expressions of a future or forward-looking nature identify forward-looking statements forpurposes 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-lookingstatements 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 our control and some of whichmight not even be anticipated. Forward-looking statements reflect our current views with respect to future events and because our business is subject to such risks and uncertainties,actual results, our strategic plan, our financial position, results of operations and cash flows could differ materially from those described in or contemplated by the forward-lookingstatements contained in this report.
Important factors that contribute to such risks include, but are not limited to, those factors set forth under "Risk Factors” in our most recent Quarterly Report on Form 10-Q as well asthe following: levels of television advertising spending and the rate of development of the advertising markets in the countries in which we operate; the impact of global economicconditions on our markets; the extent to which our liquidity constraints and debt service obligations restrict our business; our success in continuing our initiatives to diversify and enhanceour revenue streams; our ability to make cost-effective investments in our television businesses, including investments in programming; our ability to develop and acquire necessaryprogramming and attract audiences; our ability to refinance our existing indebtedness; changes in the political and regulatory environments where we operate and in the application ofrelevant laws and regulations; our exposure to additional tax liabilities; and the timely 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 are included in our filings. Fora more detailed description of these uncertainties and other features, please see the “Risk Factors” section in our most recent Quarterly Report on Form 10-Q filed with the U.S. Securitiesand Exchange Commission. Forward-looking statements speak only as of the date on when they were made and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.
Non-GAAP Financial MeasuresWhile CME reports its results in accordance with generally accepted accounting principles in the United States (“GAAP”), this presentation also refers to several non-GAAP financialmeasures, including OIBDA, OIBDA margin, free cash flow and unlevered free cash flow. These non-GAAP financial measures are used in managing the business, and as suchmanagement believes they may provide meaningful information to investors about underlying trends in our business. This presentation also contains references to like-for-like, orconstant currency, percentage movements (“% Lfl”). These reflect the impact of applying the current period average exchange rates to prior period revenues and costs. Given thesignificant movement of the currencies of our markets against the U.S. dollar, we believe that it is useful to provide percentage movements based on like-for-like as well as actual (“%Act”) percentage movements, which includes the effect of foreign exchange. Unless otherwise stated, all percentage increases or decreases in the following presentation refer to year-on-year percentage changes between the three and nine months ended September 30, 2016 and 2015.
Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, CME’s reported results prepared in accordance with GAAP. Please see the attachedappendix for a description of non-GAAP financial measures and reconciliations to the most directly comparable GAAP financial measures.
CME is a Leading Television Broadcaster in CEE
Combined population: approx. 50 mCombined TV ad market size: approx. $827m(an increase of 6% at constant rates compared to 2014)
CME markets in 2015
3
Source: 2015 CME estimates at average 2015 exchange rates
TV ad market size by geography
Czech Republic $273m
Romania$194m
SlovakRepublic$124m
Croatia $89m
Slovenia$60m
Bulgaria$87m
Source: International Monetary Fund ("IMF"), CME estimates
4
Why invest in CME?
Our Strategy:
• Leveraging popular content to maintain orincrease our audience and advertising marketshare leadership
• Driving growth in advertising revenues throughpricing strategies
• Developing additional revenue streams
• Optimizing content costs while safeguarding ourbrands and competitive strengths
• Maintaining a strict cost discipline by controllingother expenses
Our Competitive Strengths:
• Market leading televisionpresence
• Leading media brands
• Our people
• Strong local content productionand program library
Leading Media Brands
In 2016, bTV was the most preferred brand amongtelevision stations in Bulgaria for a sixth year straight.
In 2016, POP TV and its news portal 24ur.comwon the TOP Quality award in Slovenia.
POP TV is the most trusted brand among all TVbroadcasters in Slovenia for the seventhconsecutive year.
Sources: bTV - "My Love Marks" national ranking, Nova TV - IPSOS, TV Nova - TNS AISA TV Brand tracking, ProTV - IMAS, Markiza - Median, PopTV - Readers Digest
5
Ever since its launch, Markíza has been the mostrecognizable TV brand. Markíza broadcasts the mosttrustworthy news among the Slovak broadcasters.
Nova TV was the most preferred TV channel,News program, and Entertainment channel inthe country.Nova TV won a Promax BDA Global ExcellenceAward in Promax’s annual competition forexcellence in promotion, marketing and design.
In 2016, Pro TV was the best in market andpreferred by almost half of the Romanianviewers in its commercial target audience.
For the last four years, TV Nova has been the mostrecognized brand for audiences in the CzechRepublic.
The Nova Group won an award for set design andwas recognized for its brand design in the PromaxBDA Europe Awards.
55
50
45
40
35
30
25
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
41 42 43 43 42
3639 39 39 39
Bulgaria60
50
40
30
20
10
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
33 36 34 34 34
26 29 27 27 27
Croatia
60
50
40
30
20
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
38 39 37 38 36
34 35 34 3532
Czech Republic50
40
30
20
10
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
28 29 28 29 30
23 24 23 25 26
Romania
45
40
35
30
25
20
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
3234 33 32 32
3032 31 30 31
Slovakia55
45
35
25
15
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
42 39 4249 52
35 32 32
41 42
Slovenia
All Day Audience Share Prime Time Audience Share 6
Audience Performance Overview
7
200
150
100
50
0 Q1 2013
Q1 2014
Q1 2015
Q1 2016
Q2 2013
Q2 2014
Q2 2015
Q2 2016
Q3 2013
Q3 2014
Q3 2015
Q3 2016
Q4 2013
Q4 2014
Q4 2015
Net Revenues Trend by Quarter
Actual Exchange RatesConstant Exchange Rates1
¹ Reflects the impact of applying the most recent quarterly period average exchange rates to the prior period revenues.
Q1 Q2 Q3 Q4
102114
124129+12%
+9%
+4%
+11%+8%
+3%
+9%+5%
+3%+9%
142
158170 175
102111 117
174
190 196
US$ m
200
150
100
50
0 Q1 2013
Q1 2014
Q1 2015
Q1 2016
Q2 2013
Q2 2014
Q2 2015
Q2 2016
Q3 2013
Q3 2014
Q3 2015
Q3 2016
Q4 2013
Q4 2014
Q4 2015
US$ m
124
141
126
167
193
167
123131
Q1 Q2 Q3
117
Q4
219 216196
129
175
127
+8%
127
8
OIBDA Margin Trend by Quarter
FY
(8)%
14%
20%
2013 2014 2015 2016
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%
13%
31%
14%
For a reconciliation of OIBDA to Operating Income, see Non-GAAP Financial Measures beginning on slide 38.
130
80
30
-20
-70
Q1 2014 Q2 2014 Q3 2014 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
(31)
3
39
95
110116
122 123129
135145
9
Last Twelve Months (LTM) OIBDA Trend by Quarter
$m @ actual rates
For a reconciliation of OIBDA to Operating Income, see Non-GAAP Financial Measures beginning on slide 38.
100%
80%
60%
40%
20%
0%
10
Historically High Power Ratios
Our strong content and leadership positions enable us to generate more revenues from TV advertising
Sources: TNS and GARB (Bulgaria), AGB Nielsen Media Research (Croatia), ATO - Nielsen Admosphere; Mediaresearch (Czech Republic), Kantar Media (Romania), PMT / TNS SK (Slovak Republic)and AGB Nielsen Media Research (Slovenia) for audience share; CME estimates for market share.
100%
80%
60%
40%
20%
0%
100%
80%
60%
40%
20%
0%
Audience shareMarket sharePower ratio
The power ratio indicates a company’s ability to convert ratings to revenue
= /
Bulgaria Croatia Czech Romania Slovak Slovenia Republic Republic
Bulgaria Croatia Czech Romania Slovak Slovenia Republic Republic
1.6x 2.0x 2.0x2.4x1.7x 2.2x
2015 All Day Audience Share andMarket Share
2013 All Day Audience Share andMarket Share
Bulgaria Croatia Czech Romania Slovak Slovenia Republic Republic
1.7x 2.0x 1.4x 2.3x 1.8x 2.0x
2014 All Day Audience Share andMarket Share
1.5x2.0x 1.6x 2.3x 2.0x 2.2x
2013 Total: US$ 48.6 2014 Total: US$ 67.3 2015 Total: US$ 73.1
Constant Exchange Rates
50
40
30
20
10
0
(US
$m
)
Bulgaria Croatia Czech Rep. Romania Slovak Rep. Slovenia
13
1
9
21
13
17
26
38
13
18
2
7
40
14
Increasing Carriage Fees and Subscription Revenues
Increases in carriage fees and subscription revenues reflects the strength of our channels.11
▪ In 2015 carriage fees and subscription revenues represented 24% of total country net revenues in Bulgaria and 26% in Romania.
▪ Growth in carriage fees and subscription revenues during 2016 is expected to come from growth in subscribers, HD packages in
the Czech Republic, and the launch of new international channels.
▪ In 2017 our channels in the Slovak Republic will be available exclusively on cable and satellite platforms.
Years ended 2013 - 2015
1 Reflects the impact of applying the current period average exchange rates to the prior period revenues.
1
2013 Total: US$ 59.0 2014 Total: US$ 80.5 2015 Total: US$ 73.1
Actual Exchange Rates
50
40
30
20
10
0
(US
$m
)
Bulgaria Croatia Czech Rep. Romania Slovak Rep. Slovenia
16
2
11
25
14
20
2
8
46
14
18
2
7
40
14
12
Questions and Answers
Czech Republic
What are the macro-economic trends?
Real GDPYear-on-Year Change, % 2016F Average: 3.0%
Source: Eurostat, 2015 CME estimates based on market consensus mainly from Erste, JPM, DeutscheBank, The Economist, Citi, OECD, IMF, Unicredit, Eurostat, Reiffesen Bank).
2011 2012 2013
Total TV Ad Market (nominal)Year-on-Year Change, % CME 2015 Average: 6%
2011 2012 2013Source: CME internal estimates at constant currency exchange rates
Real Private Consumtion Year-on-Year Change, % 2016F Average: 4.1%
2011 2012 2013Source: Eurostat, 2015 CME estimates based on market consensus (mainly from Erste, JPM,Deutsche Bank, The Economist, Citi, OECD, IMF, Unicredit).Note: Consensus analyst forecast and estimates are subject to change and comparative data maydiffer from those previously published. * Romania market excludes Moldova.
2011 2012 2013 2011 2012 2013
Consumer Price IndexAverage Year-on-Year Change, % 2016F Average: (0.4)%
Source National Statistical Offices.
Romania* SlovakRepublic
Bulgaria Slovenia Croatia
20
15
10
5
0
-5
-10
-15(10)%
4%
(9)%
1%
(7)%(4)%
6%6%4%
(3)%(6)%
4% 4%
8%
16%
(3)%
7%4% 3%
10%13%
(3)%
6%
1%
5
4
3
2
1
0
-1
-2
-3
1%
4%
1% 1%
2% 2%
0%
1%
0%
(1)%
0% 0% 0%
(1)%
0% 0%
(1)%(1)%
0%
(2)%
(1)%
(1)%
0%
(2)%
2011 2012 2013
CME Total
6
5
4
3
2
1
0
-1
-2(1)%
4%
1% 1%
(1)%
(1)%
3% 3% 3%
2%
3%
0%
5%
4% 4%
3%
2% 2%
3%
5%
3% 3%
2% 2%
10
8
6
4
2
0
-2
-4
-6
1%
3%
(1)%(1)%
(4)%
(2)%
2%
4%
2%3%
2%
(1)%
3%
6%
2%1%
0%1%
3%
8%
3%2% 2%
3%
13
2013 2014 2015 YTD 2016
2013 2014 2015 YTD 2016 2013 2014 2015 YTD 2016
2013 2014 2015 YTD 2016
24%
29%
23% 23%
27%
31% 32%
26%35% 37%
26%
38%
32%
38%
47%
36%
35% 35%
30%
42%
35% 34%
28%
39%
Rose Garden The Street Your Face Main News Clinic 2 Sounds Familiar
Czech Republic
What are CME's leading programs?
36%
27%23%
30%
38%
32%27% 26%
In the Middle Your Face Cupboard Main News of Nowhere Sounds Familiar
Medcezir The Farm My Mom Cooks Main News Better Than Yours
26% 26%
55%
37%43%
32%
66%
46%
Der Bergdoktor Survivor Got Talent Main News
29%26%
48%
32%
26% 28%
45%
31%
The Farm Golden Gate Your Face Main News Sounds Familiar
2015 Q3 actual audience share for the same program or time slot. 2016 Q3 actual audience share for the program. Data Source: Local TV data providers; All audience shares in main channels sales target group.
14
Romania Slovakia
CroatiaBulgaria Slovenia
Las Fierbinti The Voice Extreme Main News Makeover
What is your multichannel philosophy?
49 368
Main generalentertainmentTV channels
6 5 4
Otherthematic TVchannels
7
29
15
CZ RO SK BG SLO CRO
TV Internet Print Other
100%
80%
60%
40%
20%
0%2006 2007 2008 2009 2010 2011 2012 2013 2014 2015
47% 49% 51% 50% 50% 52% 53% 52% 53% 54%
5% 6%7% 8% 10% 11% 13% 15% 17% 17%
32% 29% 25% 23% 22% 20% 19% 18% 16% 15%
16% 16% 17% 19% 18% 17% 15% 15% 14% 14%
What is the leading advertising medium in your markets?
Split of advertising expenditure among different media in CME markets
Source: Group M, December 2015.
TV continues to have the broadest reach and capture the highest share of advertisingbudgets in our markets.
16
2015 Total ad spend per capita and ad intensity
500
400
300
200
100
0
$67.3$46.0 $38.7 $38.7
$21.9 $14.2$32.8
$337.0
There is significant room for convergence in our markets
What is the convergence potential of CME’s markets?
Source: IMF, Group M December 2015 and CME estimates.Developed markets are a combined group of 11 countries from within the European Union, predominantly in Western Europe, and the United States.
17
Czech Republic Slovenia Croatia Slovak Republic Bulgaria Romania CME average Developed markets averageAd intensity is the ratio of total ad spend to GDP.
0.39% 0.22% 0.34% 0.25% 0.33% 0.16% 0.28%
0.74%
Ad intensity
US$
How is television distributed in CME’s markets?
1 Sources: National Statistical Institute, GARB (Bulgaria), Nielsen Admosphere (Czech Republic), AGB Nielsen (Croatia), Kantar Media Audiences (Romania), TNS (Slovak Republic) and CME's internal estimates (Slovenia).2 Sources: CME estimates for the penetration of the primary source of viewing of TV households for 2015 based on country data available. 3 Refers to analogue terrestrial since the transition to DTT is not complete.
Multichannel penetration is increasing as new technologies develop
Households1Penetration 20152
DTT DTH Cable IPTV
Bulgaria 3.0 million 11% 41% 39% 9%
Croatia 1.5 million 58% 5% 13% 24%
CzechRepublic 4.5 million 54% 24% 20% 3%
Romania 6.9 million 2.2%3 23.4% 74.4% -
SlovakRepublic
1.7 million 12% 48% 24% 16%
Slovenia 0.7 million 16% 3% 39% 42%
18
19
Segment Review
¹ Like for-Like currency variance reflects the impact of applying the current period averageexchange rates to the prior period revenues and costs.
Sources: Audience share, ATO - Nielsen Admosphere; Mediaresearch (all audience share datais for the 15-54 target group). TV ad market and TV ad market share represents CME’sinternal estimates at constant currency exchange rates.
US$ m Q32015
Q32016 % Act % Lfl¹
TV advertising revenues 32.0 34.5 7.7 % 7.7 %
Carriage fee &subscription revenues 1.4 2.6 87.4 % 87.4 %
Other revenues 2.1 1.9 (11.3)% (11.4)%
Net revenues 35.6 39.0 9.7 % 9.7 %
Costs charged inarriving at OIBDA 26.1 25.8 (0.9)% (1.0)%
OIBDA 9.5 13.2 39.0 % 39.2 %
OIBDA Margin 26.7% 33.8% 7.1p.p. 7.2p.p.
20
Czech Republic: Q3 2016 performance
Q3 2016 Financials
Prima Group: 26%
CME Group: 60%
CT Group: 5%
Others: 9%
Market Share TV Ad Market Share (CME Group) YTD 2016 TV Ad Market Share
Market Share
Total TV Ad Market
Year-on-Year Change, %
8
6
4
2
0
YTD 2015 YTD 2016
7%
3%
Prime Time Audience Share
All Day Audience Share
60
50
40
30
20
10
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
38 39 37 38 36
34 35 34 3532
Audience Performance Overview
70
65
60
55Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
60%
63%
60%
58%
61%
Prime Time Audience Share
All Day Audience Share
50
40
30
20
10
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
28 29 28 29 30
23 24 23 25 26
US$ m Q32015
Q32016 % Act % Lfl¹
TV advertising revenues 21.1 25.8 21.9 % 23.0 %
Carriage fee &subscription revenues 10.0 10.1 1.0 % 1.9 %
Other revenues 0.9 1.1 27.5 % 28.7 %
Net revenues 32.0 37.0 15.5 % 16.6%
Costs charged inarriving at OIBDA 25.0 24.4 (2.7)% (1.9)%
OIBDA 7.0 12.6 81.3 % 83.3 %
OIBDA Margin 21.7% 34.1% 12.4 p.p. 12.4 p.p.
21
Romania: Q3 2016 performance
Intact Group: 24%
CME Group: 60%
Prima Group : 2%
Others: 6%
TV Ad Market Share (CME Group) YTD 2016 TV Ad Market Share Market Share
Kanal D: 8%
¹ Like for-Like currency variance reflects the impact of applying the current period averageexchange rates to the prior period revenues and costs.
Sources: Audience share, Kantar Media (all audience share and leadership data is for the18-49 Urban target group).TV ad market share represents CME’s internal estimates atconstant currency exchange rates.
12
10
8
6
4
2
0
YTD 2015 YTD 2016
9%10%
Total TV Ad Market
Year-on-Year Change, % Audience Performance OverviewQ3 2016 Financials
65
60
55
50Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
57%58%
60% 60% 60%
¹ Like for-Like currency variance reflects the impact of applying the current period averageexchange rates to the prior period revenues and costs.2 Number is not meaningful.
Sources: Audience share, PMT / TNS SK (all audience share and leadership data is forthe 12-54 target group). TV ad market share represents CME’s internal estimates atconstant currency exchange rates.. 22
Slovak Republic: Q3 2016 performance
Q3 2016 Financials
US$ m Q32015
Q32016 % Act % Lfl¹
TV advertising revenues 16.0 16.8 4.9 % 5.0 %
Carriage fee &subscription revenues 0.3 0.4 25.0 % 25.4 %
Other revenues 0.9 0.7 (25.0)% (24.9)%
Net revenues 17.2 17.9 3.7 % 3.9 %
Costs charged inarriving at OIBDA 16.8 18.3 8.2 % 8.3 %
OIBDA 0.4 (0.4) NM2 NM2
OIBDA Margin 2.1% (2.1)% NM2 NM2
RTVS: 3%
CME Group: 62%
JOJ Group: 33%
TV Ad Market Share (CME Group) YTD 2016 TV Ad Market Share Market Share
Other: 2%
25
20
15
10
5
0
YTD 2015 YTD 2016
17%
13%
Total TV Ad Market
Year-on-Year Change, %
75
70
65
60
55Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
61%
62%
64%
59%
64%
Audience Performance Overview
Prime Time Audience Share
All Day Audience Share
45
40
35
30
25
20
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
3234 33 32 32
3032 31 30 31
¹ Like for-Like currency variance reflects the impact of applying the current period averageexchange rates to the prior period revenues and costs.
Sources: Audience share, GARB (all audience share and leadership data is for the 18-49 targetgroup). TV ad market share represents CME’s internal estimates at constant currency exchangerates.
CME Group: 56%
Bulgaria: Q3 2016 performance
US$ m Q32015
Q32016 % Act % Lfl¹
TV advertising revenues 9.3 8.2 (12.0)% (11.9)%
Carriage fee &subscription revenues 4.4 4.8 9.0 % 8.9 %
Other revenues 0.9 0.8 (17.9)% (17.7)%
Net revenues 14.7 13.8 (6.0)% (6.0)%
Costs charged inarriving at OIBDA 12.5 11.8 (4.9)% (4.8)%
OIBDA 2.2 1.9 (12.6)% (12.4)%
OIBDA Margin 15.2% 14.1% (1.1) p.p. (1.0) p.p.
Others: 4%
BNT Group: 4%
MTG Group: 36%
TV Ad Market Share (CME Group) YTD 2016 TV Ad Market Share Market Share
23
YTD 2015 YTD 2016
(2)%
(3)%
Total TV Ad Market
Year-on-Year Change, %
65
60
55
50Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
57%
60%
55%
57%
55%
Audience Performance OverviewQ3 2016 Financials
Prime Time Audience Share
All Day Audience Share
55
50
45
40
35
30
25
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
41 42 43 43 42
3639 39 39 39
1
(1)
(3)
(5)
¹ Like for-Like currency variance reflects the impact of applying the current period averageexchange rates to the prior period revenues and costs.
Sources: Audience share, AGB Nielsen Media Research (all audience share and leadershipdata is for the 18-54 target group). TV ad market share represents CME’s internal estimatesat constant currency exchange rates. 24
Croatia: Q3 2016 performance
Q3 2016 Financials
US$ m Q32015
Q32016 % Act % Lfl¹
TV advertising revenues 8.4 8.3 (1.7)% (2.8)%
Carriage fee &subscription revenues 0.6 0.6 13.9 % 12.5 %
Other revenues 1.0 0.9 (5.0)% (6.1)%
Net revenues 9.9 9.8 (1.2)% (2.2)%
Costs charged inarriving at OIBDA 10.8 10.3 (4.7)% (5.7)%
OIBDA (0.9) (0.5) 43.2 % 43.9 %
OIBDA Margin (9.1)% (5.2)% 3.9 p.p. 3.9 p.p.
HTV Group: 8%
CME Group: 54%
RTL Group: 38%
TV Ad Market Share (CME Group) YTD 2016 TV Ad Market Share Market Share
Total TV Ad Market
Year-on-Year Change, %
2.0
1.5
1.0
0.5
0.0
YTD 2015 YTD 2016
1% 1%
Audience Performance Overview
63
58
53
48Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
58%
56% 55%
52%
56%
Prime Time Audience Share
All Day Audience Share
60
50
40
30
20
10
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
3336 34 34 34
2629 27 27 27
Prime Time Audience Share
All Day Audience Share
55
45
35
25
15
Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
4239
42
4952
3532 32
41 42
25
Slovenia: Q3 2016 performance
Q3 2016 Financials
US$ m Q32015
Q32016 % Act % Lfl¹
TV advertising revenues 7.0 7.7 11.2% 11.3%
Carriage fee &subscription revenues 1.0 1.2 13.6% 13.6%
Other revenues 0.6 0.7 5.1% 5.3%
Net revenues 8.6 9.6 11.0% 11.2%
Costs charged inarriving at OIBDA 10.2 10.3 1.4% 1.4%
OIBDA (1.6) (0.7) 52.1% 52.2%
OIBDA Margin (18.1)% (7.8)% 10.3 p.p. 10.4 p.p.
CME Group: 74%
TV Ad Market Share (CME Group) YTD 2016 TV Ad Market Share Market Share
Pink SI: 1%
State TV Group: 13%
Planet TV Group: 8%
¹ Like for-Like currency variance reflects the impact of applying the current period averageexchange rates to the prior period revenues and costs.
Sources: Audience share, AGB Nielsen Media Research (all audience share and leadershipdata is for 18-54 target group. TV ad market share represents CME’s internal estimates atconstant currency exchange rates.
Other: 4%
8
6
4
2
0
YTD 2015 YTD 2016
4%
6%
Total TV Ad Market
Year-on-Year Change, %
85
80
75
70
65
60Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016
70%
80%
73%
78%
70%
Audience Performance Overview
Financial Review
26
Q3 Revenues by Segment
27
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-Q for the period ended September 30, 2016.
US$ mNet Revenues
Q3 2015 Q3 2016Variance
Actual % Lfl %1
Bulgaria 14.7 13.8 (6.0)% (6.0)%
Croatia 9.9 9.8 (1.2)% (2.2)%
Czech Republic 35.6 39.0 9.7 % 9.7 %
Romania 32.0 37.0 15.5 % 16.6%
Slovak Republic 17.2 17.9 3.7 % 3.9 %
Slovenia 8.6 9.6 11.0 % 11.2 %
Intersegment revenues (0.7) (0.3) NM 2 NM 2
Total net revenues 117.3 126.7 8.0 % 8.2 %
YTD Revenues by Segment
28
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-Q for the period ended September 30, 2016.
US$ mNet Revenues
Nine months ended September 30, Variance2015 2016 Actual % Lfl %1
Bulgaria 50.9 50.1 (1.5)% (1.4)%
Croatia 38.2 38.0 (0.4)% (1.8)%
Czech Republic 122.7 128.6 4.8 % 3.4 %
Romania 109.6 118.3 7.9 % 9.1%
Slovak Republic 55.0 59.5 8.1 % 8.2 %
Slovenia 35.1 37.3 6.2 % 6.2 %
Intersegment revenues (1.2) (0.8) NM2 NM2
Total net revenues 410.3 430.9 5.0 % 4.8 %
Q3 OIBDA by Segment
29
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-Q for the period ended September 30, 2016.See also Non-GAAP Financial Measures beginning on slide 38.
US$ mOIBDA
Q3 2015 Q3 2016
Variance
Actual % Lfl %1
Bulgaria 2.2 1.9 (12.6)% (12.4)%
Croatia (0.9) (0.5) 43.2 % 43.9 %
Czech Republic 9.5 13.2 39.0 % 39.2 %
Romania 7.0 12.6 81.3 % 83.3 %
Slovak Republic 0.4 (0.4) NM2 NM2
Slovenia (1.6) (0.7) 52.1 % 52.2 %
Eliminations (0.2) 0.0 NM2 NM2
Operations sub-total 16.3 26.1 59.8 % 61.7 %
Central costs (8.0) (8.1) (1.3)% (1.4)%
Total 8.4 18.0 115.7 % 120.7 %
YTD OIBDA by Segment
30
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-Q for the period ended September 30, 2016.See also Non-GAAP Financial Measures beginning on slide 38.
US$ m
OIBDANine months ended
September 30, Variance
2015 2016 Actual % Lfl %1Bulgaria 8.5 9.0 5.9 % 5.6 %
Croatia 5.9 5.4 (9.1)% (12.4)%
Czech Republic 43.8 46.4 5.8 % 3.6 %
Romania 25.7 45.0 75.0 % 75.1 %
Slovak Republic 3.8 5.2 34.6 % 27.0 %
Slovenia (0.2) 0.2 NM2 NM2
Eliminations (0.3) (0.1) NM2 NM2
Operations sub-total 87.3 111.0 27.2 % 25.3 %
Central costs (20.7) (22.3) (7.7)% (7.5)%
Total 66.6 88.8 33.2 % 30.7 %
Summary Consolidated Statements of Operations
31
US$ m (except per share data)Three months ended
September 30,Nine months ended
September 30,2015 2016 2015 2016
Net revenues 117.3 126.7 410.3 430.9Content costs 59.0 64.5 203.7 213.7Other operating costs 17.2 17.0 51.6 51.4Depreciation and amortization 9.7 9.6 30.5 28.7Selling, general and administrative costs 2.4 27.2 75.0 77.0Restructuring costs 0.2 — 1.3 —Operating income 28.9 8.4 48.1 60.0Interest expense (44.0) (27.6) (125.9) (106.3)Loss on extinguishment of debt — — — (150.2)Non-operating (expense) / income, net (6.5) 0.4 (22.1) 1.6Credit / (Provision) for income taxes 0.1 (1.0) (3.5) (6.9)Loss from continuing operations (21.5) (19.8) (103.4) (201.8)Loss from discontinued operations, net of tax (0.3) — (0.9) —Net loss (21.8) (19.8) (104.3) (201.8)Net loss attributable to noncontrolling interests 0.3 0.2 0.8 0.4Net loss attributable to CME Ltd. (21.5) (19.6) (103.5) (201.4)
Net loss attributable to CME Ltd. per share (0.18) (0.14) (0.79) (1.42)
Please refer to our Form 10-Q for the period ended September 30, 2016 for the full financial statements and related notes and disclosures.
32
Consolidated Revenues by Type
Please refer to our Form 10-Q for the period ended September 30, 2016 for the full financial statements and related notes and disclosures.
US$ m Consolidated RevenuesThree months ended
September 30,Nine months ended
September 30,2015 2016 2015 2016
TV advertising revenues 93.9 101.3 337.1 354.5
Carriage fees & subscription revenues 17.7 19.7 54.9 58.8
Other revenues 5.7 5.7 18.3 17.6
Net revenues 117.3 126.7 410.3 430.9
US$ m As atDecember 31,
2015
As atSeptember 30,
2016Current assets 358.3 332.7
Non-current assets 1,082.1 1,111.5
Total assets 1,440.4 1,444.2
Current liabilities 146.3 196.6
Non-current liabilities 974.3 1,111.5
Total liabilities 1,120.6 1,308.1
Series B Convertible Redeemable Preferred Stock 241.2 252.5
CME Ltd. shareholders' equity / (deficit) 77.3 (117.2)
Noncontrolling interests 1.4 0.8
Total liabilities and equity 1,440.4 1,444.2
Cash & cash equivalents 61.7 64.2
Gross debt1 (1,107.2) (1,091.2)
Net debt (1,045.5) (1,027.0)
33
¹ Gross debt is the full face value of all outstanding debt and related payables. Please refer to our Form 10-Q for the period ended September 30, 2016 for the full financial statements and related notes and disclosures.
Summary Consolidated Balance Sheet
Summary Cash Flow
34
US$ mNine months ended September 30,
2015 2016
Net cash generated from continuing operating activities 79.1 42.6
Net cash used in continuing investing activities (26.2) (19.7)
Net cash used in continuing financing activities (27.7) (23.4)
Net cash generated from discontinued operations 4.0 0.7
Impact of exchange rate fluctuations (1.7) 2.4
Net increase in cash and cash equivalents 27.5 2.6
Supplemental disclosure of cash flow information:
Cash paid for interest (including mandatory cash-pay guarantee fees) 10.7 40.9
Cash paid for guarantee fees previously paid in kind — 27.5
Interest and related guarantee fees paid in kind 43.7 22.3
Accretion on Series B Convertible Redeemable Preferred Stock 12.8 11.3
Please refer to our Form 10-Q for the period ended September 30, 2016 for the full financial statements and related notes and disclosures.
1 Translated at FX rates as at September 30, 2016.
Debt Maturity Profile and Free Cash Flow
35
Components of free cash flow (US$ m)
Nine months ended September 30, Variance2015 2016
OIBDA 67 89 22Change in working capital 50 36 (14)Interest, taxes, and other (23) (67) (44)Net investment in programming (15) (15) 0Cashflow from operations 79 43 (36)Capex (26) (20) 6Free cash flow 53 23 (30)Cash paid for interest (including mandatory cash-pay guarantee fees) 11 41 30Cash paid for guarantee fees previously paid in kind — 28 28Unlevered free cash flow 64 91 27
Maturity as at September 30, 2016(US$ m)1
1,000
800
600
400
200
02016 2017 2018 2019 2020 2021
280
523
2018 Euro Term Loan 2019 Euro Term Loan 2021 Euro Term Loan
263
See Non-GAAP Financial Measures beginning on slide 38.Amounts in table derived from data included in our Form 10-Q for the period ended September 30, 2016..
Indebtedness as at September 30, 2016
36
As at September 30, 20161 Drawn Total facility Cash-payrate
Currentall-in rate Maturity
US$ m US$ m LC2 m2018 Euro Term Loan 279.9 279.9 EUR 250.8 1.71% 8.5% 2018
2019 Euro Term Loan 262.7 262.7 EUR 235.3 1.81% 8.5% 2019
2021 Euro Term Loan 523.2 523.2 EUR 468.8 5.0% 10.0%3 2021
2021 Revolving Credit Facility — 115.04 USD 115.0 6.0% 10.0%5 2021
Lease Obligations 3.5 — — Var. Var. Var.
Total debt 1,069.3
Accrued guarantee and commitment fees 21.9
Total debt and related payables 1,091.2
Less: Unrestricted cash (64.2)
Net debt 1,027.0
Weighted average borrowing cost of gross debt 9.21%
¹ Debt in currencies other than US$ are translated at FX rates as at September 30, 2016.² LC: local currency.3 All-in rate ranges from 10.5% down to 7.0% depending on CME's net leverage ratio.4 Facility decreases to US$ 50 million from January 1, 2018.5 All-in rate ranges from 10.0% down to 7.0%, depending on CME's net leverage ratio.
Please refer to our Form 10-Q for the period ended September 30, 2016 for the full financial statements and related notes and disclosures.
37
Equity Structure and Outstanding Equity Instruments
As at October 21, 2016 Shares of Class ACommon Stock
Series A ConvertiblePreferred Share1
Series B ConvertibleRedeemable
Preferred Shares2
Ownership % ofShares of Class A
Common StockVoting interest3
Shares outstanding, excluding Time Warner 81,391,994 - - 57.0% 52.8%
Time Warner 61,407,775 1 200,000 43.0% 47.2%
Total 142,799,769 1 200,000 100% 100%
1 The single share of Series A Convertible Preferred Stock is convertible into 11,211,449 shares of Class A common stock.
2 The shares of Series B Convertible Redeemable Preferred Stock are non-voting stock, convertible at the option of Time Warner at a conversion price of $2.42, subject to customary anti-dilution provisions, and redeemable at theoption of CME, subject to the conversion right of Time Warner. The accretion rate is 3.75% per annum from June 25, 2016 until June 25, 2018. If the shares are converted on June 25, 2018, and there are no further adjustments tothe conversion price under the Certificate of Designation for the Series B Preferred Shares, TW Investor would be issued 111.1 million shares of Class A common stock upon conversion.
3 Voting interest takes into account both the shares of Class A common stock and the share of Series A Convertible Preferred Stock, which is entitled to one vote for each of the 11,211,449 shares of Class A common stock into whichit is convertible. The Series B Convertible Redeemable Preferred Shares are non-voting, except in certain circumstances.
As at September 30, 2016
Total Class A shares and otherinstruments outstanding
Total Class A shares and otherinstruments held by TWX
Class A Common Shares 142,398,021 61,407,775Convertible instruments (as converted basis):
Series A Convertible Preferred Share 11,211,449 11,211,449
Series B Convertible Redeemable Preferred Shares¹ 104,181,638 104,181,638
Initial Warrant2 30,000,000 30,000,000
Unit Warrants2 78,052,990 70,926,996
Diluted Class A Common Shares3 365,844,098 277,727,858TWX interest in CME 76%
¹ Based on the accreted value of 200,000 shares issued and outstanding at September 30, 2016 without giving effect to additional accretion after such date.
² Generally exercisable until May 2, 2018 at an exercise price of US$1.00 per share.
3 Excludes 2.6 million unvested RSUs and 2.0 million stock options.
Non-GAAP Financial Measures
In this presentation we refer to several non-GAAP financial measures, including OIBDA, OIBDA margin, free cash flow and unleveredfree cash flow. We believe that each of these metrics is useful to investors for the reasons outlined below. Non-GAAP financial measuresmay not be comparable to similar measures reported by other companies. Non-GAAP financial measures should be evaluated inconjunction with, and are not a substitute for, US GAAP financial measures.
We evaluate our consolidated results and the performance of our segments based on net revenues and OIBDA. We believe OIBDA isuseful to investors because it provides a meaningful representation of our performance, as it excludes certain items that do not impacteither our cash flows or the operating results of our operations. OIBDA and unlevered free cash flow are also used as components indetermining management bonuses.
OIBDA includes amortization and impairment of program rights and is calculated as operating income / loss before depreciation,amortization of intangible assets and impairments of assets and certain unusual or infrequent items that are not considered by our co-CEOs when evaluating our performance. Stock-based compensation and certain other items are not allocated to our segments forpurposes of evaluating their performance and therefore are not included in their respective OIBDA. Our key performance measure ofthe efficiency of our consolidated operations and our segments is OIBDA margin. We define OIBDA margin as the ratio of OIBDA to netrevenues. Intersegment revenues and profits have been eliminated on consolidation.
We have previously used free cash flow as a measure of the ability of our operations to generate cash. We define free cash flow as cashflows from continuing operating activities less purchases of property, plant and equipment, net of disposals of property, plant and equipmentand excluding the cash impact of certain unusual or infrequent items that are not included in costs charged in arriving at OIBDA becausethey are not considered by our co-CEOs when evaluating performance. Following the refinancing transaction completed in April 2016,the amount of interest and related guarantee fees on our outstanding indebtedness that is paid in cash has increased. Since we expectto use cash generated by the business to pay more interest and related guarantee fees in cash, and these cash payments are reflectedin free cash flow, we think unlevered free cash flow, defined as free cash flow before cash payments for interest and guarantee fees,better illustrates the cash generated by our operations when comparing periods.
For additional information regarding our business segments, see Part 1, Item 1, Note 18, "Segment Data" in our Form 10-Q.
38
Non-GAAP Financial Measures - Reconciliation
39
US$ m Three months endedSeptember 30,
Nine months endedSeptember 30,
2015 2016 2015 2016Operating income 28.9 8.4 48.1 60.0
Depreciation of property, plant and equipment 7.0 7.6 20.9 22.5
Amortization of intangible assets 2.7 2.1 9.6 6.2
Other items 1 (30.2) — (12.0) —
OIBDA 8.4 18.0 66.6 88.8
Please refer to our Form 10-Q for the year ended September 30, 2016 for the full financial statements and related notes and disclosures.
US$ m Nine months ended September 30,2015 2016
Net cash generated from continuing operating activities 79.1 42.6Capex additions, net of disposals (26.2) (19.7)Free cash flow 52.9 22.8Cash paid for interest (including mandatory cash-pay guarantee fees) 10.7 40.9Cash paid for guarantee fees previously paid in kind — 27.5Unlevered free cash flow 63.6 91.2
1 Other items for the three and nine months ended September 30, 2016 reflects the reversal of charges related to tax audits in Romania. Since the charges recorded in the fourth quarter of2014 and the first quarter of 2015 were not included in OIBDA, our subsequent reversal of these charges in the third quarter of 2015 were similarly excluded from OIBDA.
Non-GAAP Financial Measures - Reconciliation
40
1Other items reflects accruals that were subsequently reversed related to tax audits in Romania, and a fine that was later overturned in Slovenia. Since the charges recorded were not included in OIBDA,our subsequent reversal of these charges were similarly excluded from OIBDA.
Please refer to our Form 10-Q for the period ended September 30, 2016 for the full financial statements and related notes and disclosures.
Last Twelve Months (LTM)
US$ m Q12014
Q22014
Q32014
Q42014
Q12015
Q22015
Q32015
Q42015
Q12016
Q22016
Q32016
LTM operating (loss) / income (160.9) (133.5) (97.0) 38.3 35.7 49.5 86.4 94.6 119.6 127.0 106.6
Depreciation of property, plantand equipment
36.0 36.0 36.1 32.8 31.8 30.7 29.7 27.9 28.2 28.9 29.5
Amortization of intangible assets 14.1 13.7 13.1 12.3 12.6 12.9 12.5 12.3 10.8 9.5 8.9
Other items1 — 6.9 6.9 12.0 30.2 23.3 (6.9) (12.0) (30.2) (30.2) —
Impairment charge 79.7 79.7 79.7 — — — — — — — —
LTM OIBDA (31.1) 2.8 38.8 95.4 110.3 116.3 121.7 122.8 128.5 135.3 144.9
CME Board of Directors
Paul T. Cappuccio
John K. Billock
Independent Director, Non-ExecutiveChairman of the Board and member of the
Compensation Committee
▪ Executive Vice President and GeneralCounsel, Time Warner Inc.
▪ Former partner at Kirkland & Ellis
Director
▪ Member of the Board of Advisors ofSimulmedia, Inc.
▪ Former Director of TRA Inc., TiVoResearch and Analytics, Inc., and JuniperContent Corporation.
▪ Previous roles with Time Warner Cableand Home Box Office
Charles R. Frank
Independent Director and member of theAudit Committee
Director
Independent Director, Chairman of the AuditCommittee and member of the Corporate
Governance/Nominating Committee
Independent Director, Chairman of theCompensation Committee and member of theCorporate Governance/Nominating Committee
Independent Director, Chairman of theCorporate Governance/Nominating Committee
and member of the Audit Committee
Director
Director
▪ Managing Partner and Principal of theH.A.M Media Group, an internationalinvestment and advisory firm specializingin the entertainment and communicationsindustries
▪ President of Turner Broadcasting SystemInc.
▪ Non-Executive Board member of Vonovia
▪ Former Chief Executive Officer of RTLGroup
▪ Former member of the executive board ofBertelsmann AG
Iris Knobloch
▪ President of Warner Bros. France S.A.
▪ Independent Director of Accor S.A. andmember of the audit committee
▪ Former Senior Vice President ofInternational Relations of Time Warner Inc.
Alfred W. Langer
▪ Former CFO of Solvadis
▪ Independent consultant in financial andorganizational areas
Bruce Maggin
Parm Sandhu
Doug Shapiro
Kelli Turner
Gerhard Zeiler41
▪ Former Vice President of the EuropeanBank for Reconstruction and Development
▪ Former Managing Director of the StructuredFinance Group at GE Capital and VicePresident of GE Capital Services
▪ EVP & Chief Strategy Officer, Turner, Inc.
▪ Former Senior Vice President, Internationaland Corporate Strategy at Time Warner Inc.
▪ Former senior analyst at Banc of AmericaSecurities
▪ Non-executive director of Eir and Hibu
▪ Acting Chairman of Largo Limited
▪ Former Chief Executive Officer ofUnitymedia
▪ EVP, Operations, Corporate Developmentand CFO at SESAC, INC.
▪ General Partner of RSL Venture Partners L.P.and former CFO of RSL ManagementCorporation
▪ Previous roles with Martha Stewart LivingOmnimedia, Inc. and Time Warner, Inc.
Independent Director and member of the AuditCommittee and member of the Compensation
Committee
Prague Office
Contact Information
42
Kříženeckého nám. 1078/5 152 00 Prague 5 – Barrandov Czech Republicwww.cme.net
Email: [email protected] Telephone: +420 242 465 576
Mark KobalHead of Investor Relations