Central European Media Enterprises Ltd. €150,000,000 Senior Floating Rate Notes due 2014 Purchase AgreementCentral European Media Enterprises LTD • August 2nd, 2007 • Television broadcasting stations • New York
Central European Media Enterprises Ltd., a Company organized under the laws of Bermuda (the “Company”), proposes to issue and sell to the several Initial Purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom J.P. Morgan Securities Ltd. is acting as representative (the “Representative”), (i) €150,000,000 Senior Floating Rate Notes due 2014 (the “Notes”). The Notes will be issued pursuant to an Indenture to be dated as of May 16, 2007 (the “Indenture”) among the Company, and Central European Media Enterprises N.V. (“CME N.V.”) and CME Media Enterprises B.V. (“CME B.V.”) (collectively, the “Guarantors”), The Bank of New York as security agent (the “Security Agent”), and BNY Corporate Trustee Services Limited as trustee (the “Trustee”), and will be guaranteed on a senior basis (the “Guarantees”) by the Guarantors.
ContractSale - Purchase Contract • August 2nd, 2007 • Central European Media Enterprises LTD • Television broadcasting stations
CENTRAL EUROPEAN MEDIA ENTERPRISES LTD. as Issuer, CENTRAL EUROPEAN MEDIA ENTERPRISES N.V. and CME MEDIA ENTERPRISES B.V. as Subsidiary Guarantors, BNY CORPORATE TRUSTEE SERVICES LIMITED as Trustee, THE BANK OF NEW YORK as Security Trustee, Principal...Indenture • August 2nd, 2007 • Central European Media Enterprises LTD • Television broadcasting stations • New York
INDENTURE, dated as of May 16, 2007 among (i) CENTRAL EUROPEAN MEDIA ENTERPRISES LTD., a company incorporated under the laws of Bermuda (the “Issuer”), (ii) CENTRAL EUROPEAN MEDIA ENTERPRISES N.V., a company organized and existing under the laws of the Netherlands Antilles (“CME NV”), (iii) CME MEDIA ENTERPRISES B.V., a company organized and existing under the laws of the Netherlands (“CME BV” and, together with CME NV, the “Subsidiary Guarantors”), (iv) BNY Corporate Trustee Services Limited as Trustee, (v) The Bank of New York as Transfer Agent, Principal Paying Agent and Security Trustee and (vi) The Bank of New York (Luxembourg) S.A. as Registrar, Luxembourg Transfer Agent and Luxembourg Paying Agent.
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 2nd, 2007 • Central European Media Enterprises LTD • Television broadcasting stations • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of 11 May 2007 (this "Agreement"), is made by CENTRAL EUROPEAN MEDIA ENTERPRISES LTD., a company formed under the laws of Bermuda (the "Company"), and TESTORA LTD., a company formed under the laws of the Republic of Cyprus ("Testora").
SALE - PURCHASE CONTRACT FOR SHARESSale - Purchase Contract • August 2nd, 2007 • Central European Media Enterprises LTD • Television broadcasting stations
The parties have signed this sale-purchase contract for nominative shares at “MEDIA PRO INTERNATIONAL” SAcompany, legal Romanian person with social headquarters in Bucharest, 25 Pache Protopopescu Blvd, district 2, registered with the Trade Register under no J40/9244/1995, CUI no. 7837921, having a subscribed and paid capital of lei 33,220,000.
