INDENTURE CONVENANTS

Under the terms of the indentures governing the Floating Rate Notes, the 2009 Fixed Rate Notes, the 2010 Fixed Rate Notes and the 2011 Convertible Notes (the “2007 Indenture”, the “2009 Indenture”, the “2010 Indenture” and the “2011 Indenture”, respectively), we are largely restricted from raising debt at the corporate level or making certain payments or investments if the ratio of Consolidated EBITDA to Consolidated Interest Expense (both as defined in the 2007 Indenture and 2009 Indenture) (the “Coverage Ratio”) is less than 2.0 times. For this purpose, the calculation includes CME Ltd. and its subsidiaries that are “Restricted Subsidiaries.” In addition, under the 2010 Indenture, CET 21 is restricted from incurring indebtedness if the ratio of Consolidated Indebtedness to Consolidated EBITDA of CET 21 (both as defined in the 2010 Indenture) and its Restricted Subsidiaries would exceed 2.25 times.

Subsidiaries may be designated as “Unrestricted Subsidiaries” and excluded from the calculation of Coverage Ratio by our Board of Directors. As of September 30, 2011, our Unrestricted Subsidiaries consisted of those entities that formerly comprised the Pro.BG business in Bulgaria, CME Development Financing B.V. , the entity that funded those operations, and CME Austria GmbH. As at September 30, 2011, our Coverage Ratio was below 2.0 times. Therefore, our Restricted Subsidiaries are restricted from making payments or investments in total of more than EUR 80.0 million (approximately US$ 115.6 million) to our Unrestricted Subsidiaries. The integration of the operations of the Pro.BG business with the bTV group was completed in May 2011, and as a result, the Unrestricted Subsidiaries do not require additional financial support.

As of September 30, 2011, there was US$ 5.6 million of cash remaining in the Unrestricted Subsidiaries. There is no requirement to maintain a minimum cash balance in any of our Unrestricted Subsidiaries and we may choose to transfer the remaining funds to our Restricted Subsidiaries at any time.

Below is selected financial information for CME Ltd., its Restricted Subsidiaries and its Unrestricted Subsidiaries as required by the 2007 Indenture, the 2009 Indenture, the 2010 Indenture, and the 2011 Indenture:



	Issuer and Restricted Subsidiaries			Unrestricted Subsidiaries			Inter-group eliminations			Total
Consolidated Statement of Operations:
	For the Three Months Ended September 30, 2011
Net revenues	$	165,513		$	—		$	(41	)	$	165,472
Depreciation of property, plant and equipment	13,075			—			—			13,075
Amortization of broadcast licenses and other intangibles	7,957			—			—			7,957
Operating loss	(12,821		)	(89		)	—			(12,910		)
Net loss attributable to CME Ltd.	$	(82,000	)	$	(74	)	$	—		$	(82,074	)

	For the Nine Months Ended September 30, 2011
Net revenues	$	584,889		$	3,092		$	(81	)	$	587,900
Depreciation of property, plant and equipment	39,670			1,315			—			40,985
Amortization of broadcast licenses and other intangibles	23,393			—			—			23,393
Operating income / (loss)	24,221			(5,323		)	—			18,898
Net loss attributable to CME Ltd.	$	(91,801	)	$	(10,419	)	$	—		$	(102,220	)

Consolidated Balance Sheet:
	As at September 30, 2011
Cash and cash equivalents	$	161,794		$	5,623		$	—		$	167,417
Third Party Debt (1)	1,342,511			—			—			1,342,511
Total assets	3,055,677			7,935			(189,114		)	2,874,498
Total CME Ltd. shareholder’s equity	$	1,335,534		$	3,581		$	(184,271	)	$	1,154,844


(1)	Third party debt is defined as credit facilities and capital leases or debt with entities that are not part of the CME Ltd. consolidated group.



	Issuer and Restricted Subsidiaries			Unrestricted Subsidiaries			Inter-group eliminations			Total
Consolidated Statement of Operations:
	For the Three Months Ended September 30, 2010
Net revenues	$	133,735		$	737		$	(118	)	$	134,354
Depreciation of property, plant and equipment	12,444			897			—			13,341
Amortization of broadcast licenses and other intangibles	6,996			—			—			6,996
Operating loss	(17,152		)	(8,183		)	(10		)	(25,345		)
Net income / (loss) attributable to CME Ltd.	$	7,592		$	(4,166	)	$	(10	)	$	3,416

	For the Nine Months Ended September 30, 2010
Net revenues	$	478,823		$	2,681		$	(1,783	)	$	479,721
Depreciation of property, plant and equipment	37,815			2,715			—			40,530
Amortization of broadcast licenses and other intangibles	18,690			—			—			18,690
Operating income / (loss)	5,641			(24,621		)	(46		)	(19,026		)
Net (loss) / income attributable to CME Ltd.	$	(127,134	)	$	253,471		$	(46	)	$	126,291

Consolidated Balance Sheet:
	As at December 31, 2010
Cash and cash equivalents	$	219,789		$	24,261		$	—		$	244,050
Third Party Debt (1)	1,359,330			454			—			1,359,784
Total assets	3,212,077			37,942			(309,469		)	2,940,550
Total CME Ltd. shareholder’s equity	$	1,493,511		$	(36,981	)	$	(229,651	)	$	1,226,879


(1)	Third party debt is defined as credit facilities and capital leases or debt with entities that are not part of the CME Ltd consolidated group.