Legal DealFolio - Investment in CME by Time Warner Inc

Simpson Thacher represented JPMorgan on behalf of a Special Committee of the Board of Directors of Central European Media Enterprises Ltd. (CME), the TV station operator founded by cosmetics heir Ronald Lauder, in a further investment in CME by Time Warner Inc. and by an affiliate of Ronald Lauder in connection with a series of recapitalization transactions. In the investment transaction, Time Warner will buy approximately 9.5 million Class A shares, increasing its stake in the company to 40%, and an affiliate of Ronald Lauder will buy 2 million Class A shares. The investment transaction is subject to shareholder approval. In connection with the recapitalization transactions, Time Warner will loan CME up to $300 million to help it purchase senior notes due in 2013, 2014 and 2016 in a tender offer expiring on May 25. Time Warner has granted the company an option to cause Time Warner to purchase, and the company has granted Time Warner an option to purchase, additional shares the proceeds of which may be applied to repay the then outstanding principal amount and accrued interest on the loan, subject to certain limitations, including restrictions relating to owning more than a 49.9 percent stake of the company. The Simpson Thacher team includes: Robert E. Spatt, Greg Conway, Rhett Van Syoc and John Wang.

Deal Date:	04-05-2012	Practice Area:	Corporate and M&A
Deal Title:	Investment in CME by Time Warner Inc	Industry:	Financial Services
Description:	Simpson Thacher represented JPMorgan on behalf of a Special Committee of the Board of Directors of Central European Media Enterprises Ltd. (CME), the TV station operator founded by cosmetics heir Ronald Lauder, in a further investment in CME by Time Warner Inc. and by an affiliate of Ronald Lauder in connection with a series of recapitalization transactions. In the investment transaction, Time Warner will buy approximately 9.5 million Class A shares, increasing its stake in the company to 40%, and an affiliate of Ronald Lauder will buy 2 million Class A shares. The investment transaction is subject to shareholder approval. In connection with the recapitalization transactions, Time Warner will loan CME up to $300 million to help it purchase senior notes due in 2013, 2014 and 2016 in a tender offer expiring on May 25. Time Warner has granted the company an option to cause Time Warner to purchase, and the company has granted Time Warner an option to purchase, additional shares the proceeds of which may be applied to repay the then outstanding principal amount and accrued interest on the loan, subject to certain limitations, including restrictions relating to owning more than a 49.9 percent stake of the company. The Simpson Thacher team includes: Robert E. Spatt, Greg Conway, Rhett Van Syoc and John Wang.
Financial Center:	New York	Value:	100.01-500.00
Advised Party:	Target Company	Law Firm	Simpson Thacher
Target Company Jurisdiction:	United States	Acquiror Jurisdiction:	United States
Classification:	Strategic Buyer Acquisitions Private Company	Lawyer	Robert E Spatt

Practice Areas -

Corporate and M&A Law Firms and Lawyers

Practice Areas - Corporate and M&A Law Firms and Lawyers