form8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date
of Report (date of earliest event reported): September 10, 2009
CENTRAL
EUROPEAN MEDIA ENTERPRISES LTD.
(Exact
name of registrant as specified in its charter)
BERMUDA
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0-24796
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98-0438382
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(State
or other jurisdiction of incorporation and organisation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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Clarendon
House, Church Street, Hamilton
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HM
11 Bermuda
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (441) 296-1431
Not
applicable
(Former
name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01
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Entry
into a Material Definitive
Agreement
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On
September 10, 2009, Central European Media Enterprises Ltd. (the “Company”) and
its wholly owned subsidiaries Central European Media Enterprises N.V. (“CME NV”)
and CME Media Enterprises B.V. (“CME BV”) entered into a purchase agreement with
certain initial purchasers providing for the issuance and sale by the Company of
€200.0 million 11.625% Senior Notes due 2016 (the “Note Offering”). The notes
will be sold to investors at a purchase price equal to 98.261% of their face
amount. The obligations of
the Company are to be secured by guarantees issued by CME NV and CME BV, pledges
of the shares of CME NV and CME BV as well as the assignment of certain
contractual rights of the Company and CME BV. The proceeds of the Note Offering
are to be applied towards repayment to the European Bank for Reconstruction and
Development (“EBRD”) of the outstanding principal amount of €127.5 million owed
under the Company’s loan agreements with EBRD, as well as the repurchase of
€63.2 million in aggregate principal amount of the Company’s outstanding 8.25%
Senior Notes due 2012 pursuant to the tender offer described in Item 8.01 below.
A copy of the press release relating to the Note Offering is attached hereto as
Exhibit 99.1.
On
September 11, 2009, the Company announced the final results of its previously
announced tender offer launched on September 7,
2009 to
repurchase for cash a portion of its 8.25% Senior Notes due 2012
(ISIN:XS0218213816 (Regulation S). The tender offer was open to
non-U.S. holders only and expired at 4:00 p.m. London time on September 10,
2009. The Company has accepted for repurchase valid tenders of notes
totaling €63.2 million in aggregate principal amount at a purchase price of €970
per €1,000 principal amount of notes. Settlement is expected to
occur on September 21, 2009. The notes repurchased in
the offer will be cancelled. A
copy of the press release relating to the tender offer is attached hereto as
Exhibit 99.2.
ITEM
9.01.
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FINANCIAL
STATEMENTS AND EXHIBITS
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Exhibits:
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Press
release of Central European Media Enterprises Ltd., dated September 11,
2009.
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Press
release of Central European Media Enterprises Ltd., dated September 11,
2009.
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Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, we have duly caused
this report to be signed on our behalf by the undersigned thereunto duly
authorized.
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CENTRAL
EUROPEAN MEDIA ENTERPRISES LTD.
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Date:
September 11, 2009
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/s/
David Sturgeon |
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David
Sturgeon
Deputy
Chief Financial Officer
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