Central European Media Enterprises To Buy MediaPro Entertainment
MediaPro Entertainment is one of the leading producers and distributors of television fiction and owns one of the largest studio/production facilities in Central and Eastern Europe. In consideration, MediaPro Management and MediaPro BV will receive US$ 10.0 million in cash, 2.2 million shares of CME's Class A Common Stock and a warrant to purchase up to 850,000 shares of CME's Class A Common Stock at a price of US$ 21.75, debt assumption of approximately US$ 35.6 million, and the contribution of CME's 8.7% interest in MediaPro Management and CME's 10% interest in MediaPro BV.
CME also announced that Adrian Sarbu, currently the Company's President and Chief Operating Officer, was appointed as Chief Executive Officer of CME.
CME intends to integrate its existing fiction, reality and entertainment television production units with MediaPro Entertainment to create a dedicated content division consisting of production, services and distribution operations across all of CME's territories. CME expects this consolidation to deliver significant synergies over the medium-term, including in cost, quality and availability of local production for the CME stations. As a vertically integrated company CME aims to leverage the MediaPro Entertainment distribution network for the creation of new content related revenue streams.
Ronald Lauder, Non-Executive Chairman and founder of CME, announced: "In the last 20 years Adrian has built MediaPro Entertainment into a Hollywood style production and distribution business, unique in Central and Eastern Europe. This acquisition provides our stations with a proven source of content and allows us to further diversify our revenue streams. Adrian is the most talented executive that I have worked with and I am proud to announce his appointment as Chief Executive Officer of the Company. He has been an incredible asset to CME and his insight and experience will continue to be a valuable resource for the Company."
Adrian Sarbu, CEO of CME and MediaPro Entertainment founder, commented: "Content is our key competitive advantage. Consolidation of all our content assets in CME will help us to optimize our overall costs, improve the quality of our products, leverage our local talent resources and create new revenue streams. With the recent investment from Time Warner and the integration of MediaPro Entertainment we have made significant progress in our strategy to become a highly profitable vertically integrated media company."
MediaPro Entertainment is a leading television and film producer and distributor in Romania and other Central and Eastern European markets. MediaPro Entertainment delivers over 500 hours of high production value television fiction and feature films per year, as well as providing production services for internationally acclaimed feature films. Its business includes MediaPro Pictures, the largest producer of local fiction in Central and Eastern Europe and supplier of TV fiction for CME, MediaPro Studios, major television and film production facility in Central and Eastern Europe, and MediaPro Distribution, distributor and exhibitor of television and cinema in Romania and the region. In 2008, MediaPro Entertainment generated consolidated revenues of approximately US$ 95 million and reported EBITDA of US$ 13 million at the average exchange rate of 2008. Sale of local and foreign fiction content and related services to CME stations was approximately 40% of total consolidated revenues in 2008.
BofA Merrill Lynch acted as exclusive financial advisor to the Related Party Transactions Committee of the Board of Directors of CME in connection with the transaction. JPMorgan acted as exclusive financial advisor to MediaPro.
CME is a broadcasting company operating leading networks in seven Central and Eastern European countries with an aggregate population of approximately 97 million people. CME's television stations are located in Bulgaria (Pro.bg and Ring.bg), Croatia (Nova TV), Czech Republic (TV Nova, Nova Cinema and Nova Sport), Romania (PRO TV, PRO TV International, Acasa, PRO Cinema, Sport.ro and MTV Romania), Slovakia (TV Markíza), Slovenia (POP TV and Kanal A) and Ukraine (Studio 1+1, Studio 1+1 International and Kino). CME is traded on the NASDAQ and the Prague Stock Exchanges under the ticker symbol "CETV".
Forward Looking Statements
This press release contains forward-looking statements relating to our operations and future performance. For these statements and all other forward-looking statements, we claim the protection of the safe harbor for forward-looking statements 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 which might not even be anticipated. Future events and actual results, affecting our strategic plan as well as our financial position, results of operations and cash flows, could differ materially from those described in or contemplated by the forward-looking statements. Important factors that contribute to such risks include, but are not limited to, the effect of the credit crisis and economic downturn in our markets as well as in the United States and Western Europe; decreases in television advertising spending and the rate of development of the advertising markets in the countries in which we operate and our ability to acquire necessary programming and attract audiences.
For further information visit: www.cetv-net.com, or contact:
Vice President Corporate Communications
Central European Media Enterprises
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