Current report no 51/2008 dated 23 September 2008: Closing of the transaction – fulfillment of conditions precedent to the share purchase from Ocif Eastern Europe Ltd relating to the Bulgarian companies executing real estate projects in Plovdiv and Ruse
With reference to the current report No. 41/2008 dated July 31, 2008 the Board of Managing Directors of Cinema City International N.V. with its corporate seat in Amsterdam, the Netherlands (the "Company") informs that all the conditions precedents to the share purchase agreement pursuant to which the Company undertook to buy from its partner Ocif Eastern Europe Ltd:
1) 15% of interest held in the share capital of MO Plovdiv AD, a Bulgarian company developing a shopping center in the city of Plovdiv,
2) 45% of interest held in the share capital of, Cinema City Malls AD, a Bulgarian company developing a shopping center in the city of Ruse
were fulfilled and therefore, the closing and settlement of this transaction, i.e., transfer of the shares of MO Plovdiv AD and of Cinema City Malls AD on one hand and payment of the share price to Ocif Eastern Europe Ltd in the amount of EUR 18 million on the other hand, took place on 22 September 2008.
Before this transaction the Company, through IT Sofia B.V. and IT Sofia 2007 B.V. respectively, held 15% of the share capital in MO Plovdiv AD and 45% of the share capital in Cinema City Malls AD. Following the closing of this transaction, the Company through IT Sofia B.V. and IT Sofia 2007 B.V. owns:
1) 30% of the share capital of MO Plovdiv AD. The remaining 70% of share capital in MO Plovdiv AD is held by the original landowner (20%) and by GE and Quinlan real-estate funds ( 50%).
2) 90% of the share capital of Cinema City Malls AD. The remaining 10% of share capital of this company is held by the original landowner
Legal grounds: Art. 56.1.1 of the Act of 29 July 2005 on the public offering, conditions governing the introduction of financial instruments to organized trading system and on public companies.