Total consideration for the 80% interest, which is payable in cash, is expected to be approximately US$172 million, before adjustment for debt and working capital as well as a holdback to cover potential undisclosed liabilities. Closing is expected to occur within two weeks.
In connection with this acquisition, CME will also enter into a consulting agreement with Krassimir Guergov, a well know media entrepreneur in Bulgaria who will continue to provide his expertise and advice for the development of TV2, Ring TV and the other broadcasting properties of CME in Bulgaria.
Michael Garin, CME's Chief Executive Officer, commented: "This acquisition is an important next step in the continuing expansion of our free-to-air broadcasting operations in Central and Eastern Europe. Our entrance into the Bulgarian market represents the first new CME territory in three years and demonstrates our ability to continue our growth strategy within the region. The TV2 Group, with a core free-to-air national network and supporting assets such as niche cable channels, is an exceptional fit with our multi-channel business model. We look forward to entering Bulgaria, which has a dynamic economy and a rapidly growing television advertising market."
Adrian Sarbu, CME's Chief Operating Officer, commented: "Bulgaria represents an excellent opportunity for CME. The Bulgarian TV market is dominated by a few key players and I firmly believe in CME's ability to achieve market leadership within the next 5 years. This target is achievable through the development of local programming, use of synergies with our Romanian operations and leveraging our existing proven skills and knowledge base. This acquisition is another milestone in our strategy to expand throughout Central and Eastern Europe."
Following the closing of the transaction, Top Tone Media Holdings will have a put option to sell its 20% interest in the business from the fifth anniversary of the closing at a price based on an agreed valuation. CME has the right to call a 14% interest from the fifth anniversary of the closing.
TV2 is a start-up network with a 70% technical reach currently. TV2 was launched in November 2007 and is one of three private national free-to-air networks serving Bulgaria in addition to a single state owned channel.
The Bulgarian net television advertising market was approximately US$168 million in 2007 and is forecast to experience a compound annual growth rate of 20% between 2008 and 2012. Bulgaria acceded to the European Union in 2007 and has a total population of 7.6 million, with 70% living in urban environments.
CME is a TV broadcasting company with leading networks in six Central and Eastern European countries reaching an aggregate of approximately 90 million people. The Company's television stations are located in Croatia (Nova TV), Czech Republic (TV Nova, Galaxie Sport, Nova Cinema), Romania (PRO TV, Acasa, PRO Cinema, Sport.ro, MTV Romania, PRO TV International), Slovakia (TV Markiza), Slovenia (POP TV, Kanal A) and Ukraine (Studio 1+1, Studio 1+1 International, Kino and Citi). CME is traded on the NASDAQ and the Prague Stock Exchange under the ticker symbol "CETV".