Chiusra Tender Offer CME
CENTRAL EUROPEAN MEDIA ENTERPRISES ANNOUNCES EXPIRATION AND FINAL RESULTS OF ITS TENDER OFFERS FOR ITS FLOATING RATE SENIOR NOTES DUE 2014 AND 11.625% SENIOR NOTES DUE 2016
Hamilton, Bermuda – 12 June 2012 - Central European Media Enterprises Ltd. (“CME”) (Nasdaq/Prague Stock Exchange: CETV) hereby announces the pricing and final results of its tender offers (the “Offers”) to purchase for cash its Senior Floating Rate Notes due 2014 (ISIN Code: XS0300714762; Common Code 030071476) (the “2014 Notes”) and its 11.625% Senior Notes due 2016 (ISIN Code: XS0452168536; Common Code 04216853) (the “2016 Notes” and, together with the 2014 Notes, the “Notes”) (collectively, the “Offers”). The Offers expired at 4:00 p.m., London time, on Monday, June 11, 2012.
The Offers were made on the terms and subject to the conditions contained in the tender offer memorandum dated April 30, 2012 (as amended by the announcement dated May 25, 2012, the “Tender Offer Memorandum”). As indicated in the Tender Offer Memorandum, the 2014 Minimum Price was 91 per cent., the 2014 Maximum Price was 94 per cent., the 2016 Minimum Price was 103 per cent. and the 2016 Maximum Price was 106 per cent. (each per €1,000 in principal amount).
CME has accepted for purchase a principal amount of €60,500,000 of 2014 Notes at a Purchase Price (as defined in the Tender Offer Memorandum) of 93.75 per cent. per €1,000 in principal amount for 2014 Notes validly tendered and accepted for purchase (equal to a cash purchase price of €56,718,750, or approximately $71.1 million). All offers to sell 2014 Notes at a price below the Purchase Price have been accepted in full. The offers to sell 2014 Notes at a price equal to the Purchase Price have been accepted pro rata based on the principal amount of the 2014 Notes tendered. All offers to sell 2014 Notes at a price above the Purchase Price have not been accepted. None of the 2016 Notes that were tendered for repurchase were accepted by CME.
The Settlement Date (as defined in the Tender Offer Memorandum) is expected to be Thursday, June 14, 2012. In connection therewith, CME expects to draw approximately $71.1 million under that certain Term Loan Facilities Credit Agreement among CME, as borrower, and Time Warner Inc., as administrative agent and lender, dated April 30, 2012 (the “TW Credit Facility”). The 2014 Notes accepted through the Offer, will be delivered to the trustee for cancellation within three business days following the closing of the Offer. Following the completion of this repurchase, €87,500,000 aggregate principal amount of 2014 Notes will remain outstanding and €374,600,000 aggregate principal amount of 2016 Notes will remain outstanding.
As announced on May 29, 2012, pursuant to CME’s tender offer (the “US Offer”) to purchase for cash its outstanding 3.50% Senior Convertible Notes due 2013 (CUSIP No. 153443AD8) (the “2013 Notes”), CME purchased $109,013,000 in aggregate principal amount of the 2013 Notes on May 31, 2012 in accordance with the terms of the US Offer. CME drew approximately $109 million under the TW Credit Facility to purchase the 2013 Notes.
CME expects to close the previously announced sale of approximately 9.6 million of CME’s Class A shares to Time Warner Media Holdings B.V. and 2 million Class A shares to RSL Capital LLC, an affiliate of Mr. Ronald S. Lauder, at a purchase price per share of $7.51 on Friday, June 15, 2012. All proceeds from the sale of these shares will be used to repay amounts drawn by the CME under the TW Credit Facility.
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