UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  April 29, 2016

 

CTC MEDIA, INC .

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

000-52003

 

58-1869211

(State or Other
Jurisdiction of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

31A Leningradsky Prospekt
Moscow, Russia

 

125284

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: +7-495-785-6347

 

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):

 

o          Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o          Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o          Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o          Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

Item 2.01.              Completion of an Acquisition or Disposition of Assets

 

On April 29, 2016, CTC Media, Inc., a Delaware corporation (the “ Company ”), announced that the consideration to be paid in its previously announced cash-out merger transaction is expected to be $2.05 per share. The Company anticipates that the merger will close by the middle of May 2016, following the receipt of a pending tax refund from the U.S. Internal Revenue Service. The Company also provided further information on the merger and the consideration to be paid, as described in the Company’s press release attached as Exhibit 99.1 and which is incorporated herein by reference.

 

Item 8.01.              Other Events

 

On April 29, 2016, the Company issued a press release announcing the per share merger consideration price and the anticipated timing of the merger, a copy of which is attached as Exhibit 99.1 and which is incorporated herein by reference.

 

(d)           Exhibits

 

99.1        Press release dated April 29 , 2016.

 

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

CTC MEDIA, INC.

 

 

Date: April 29, 2016

 

 

 

 

By:

/s/ JEAN-PIERRE MOREL

 

 

Name:

Jean-Pierre Morel

 

 

Title:

Chief Executive Officer and Chief Financial Officer

 

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EXHIBIT INDEX

 

GRAPHIC

Exhibit No.   GRAPHIC

 

Description

99.1 GRAPHIC   GRAPHIC

 

Press release dated April 29 , 2016.

 

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