X0203 3 2011-06-01 0 0001354513 CTC Media, Inc. CTCM 0001522839 Telcrest Investments Ltd THEMISTOKLI DERVI, 3 JULIA HOUSE NICOSIA G4 1066 CYPRUS 0 0 1 0 0001522844 LLC MEDIASET 2A, RASTRELLI SQ. ST. PETERSBURG 1Z 191124 RUSSIAN FEDERATION 0 0 1 0 0001522845 BANK ROSSIYA 2A, RASTRELLI SQ. ST. PETERSBURG 1Z 191124 RUSSIAN FEDERATION 0 0 1 0 Common Stock, $.01 par value per share 39548896 D Telcrest Investments Limited ("Telcrest") is the record holder of 39,548,896 shares (the "Shares") of Common Stock, par value $.01 per share, of CTC Media, Inc. (the "Company"). LLC "Mediaset" ("Mediaset") is the record owner of the voting shares of Telcrest, which constitute approximately 27% of the total issued and outstanding shares (of all classes) of Telcrest. BANK "ROSSIYA" ("Rossiya" and, together with Telcrest and Mediaset, the "Reporting Persons") is the owner of the issued and outstanding shares of Mediaset in part directly and in part through its wholly owned subsidiary, IC Abros. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person is responsible for the accuracy or completeness of information supplied by another Reporting Person. Pursuant to Rule 16a-1(a)(4) of the Exchange Act, each of the Reporting Persons, other than Telcrest, herein states that this filing shall not be deemed an admission that it is the beneficial owner of any of the Shares covered by this Statement. Each of Mediaset and Rossiya disclaims beneficial ownership of the Shares, except to the extent of its or his pecuniary interest in such Shares. In connection with the acquisition of the Shares, the Company, Telcrest and MTG Russia AB, a Swedish limited liability company and existing stockholder of the Company ("MTG Russia"), entered into a stockholders' agreement, dated May 20, 2011 (the "Stockholders' Agreement"). Pursuant to the Stockholders' Agreement, the board of directors of the Company (the "Board") is to have nine members, three of whom are to be designated by Telcrest and three of whom are to be designated by MTG Russia, subject to decrease if Telcrest's or MTG Russia's percentage ownership, respectively, fall below specified thresholds. Telcrest shall not designate any person to serve on the Board who is (or within the two-year period prior to such designation has been) primarily engaged in the operation of the currently existing Russian television operations of one of Telcrest's equityholders. Each of Telcrest and MTG Russia may appoint one of the directors designated by such party as Co-Chairman of the Board. Telcrest has initially appointed as Co-Chairman the current Co-Chairman of the Board (previously designated by Alfa CTC). Pursuant to the Stockholders' Agreement, any future Telcrest designee appointed to serve as Co-Chairman shall be a high profile Russian citizen with a good reputation within the business community in Russia. Exhibit 99.1 Joint Filer Information Designated Filer: Telcrest Investments Limited Issuer & Ticker Symbol: CTC Media, Inc. (CTCM) Date of Event Requiring Statement: June 1, 2011 Joint Filers: 1. Name: BANK "ROSSIYA" 2A, Rastrelli sq. 191124, Saint Petersburg, Russia 2. Name: LLC "Mediaset" 2A, Rastrelli sq. 191124, Saint Petersburg, Russia Exhibit 99.2 Joint Filers' Signatures Designated Filer: Telcrest Investments Limited Issuer & Ticker Symbol: CTC Media, Inc. (CTCM) Date of Event Requiring Statement: June 1, 2011 BANK "ROSSIYA" By: /s/ Dmitry Lebedev Name: Dmitry Lebedev Title: Chairman of Management Board Date: June 10, 2011 LLC "MEDIASET" By: /s/ Tatyana Duritskaya Name: Tatyana Duritskaya Title: General Director Date: June 10, 2011 TELCREST INVESTMENTS LIMITED By: /s/ Vladimir Lobastov Name: Vladimir Lobastov Title: Director Date: June 10, 2011 Telcrest Investments Limited, By: /s/ Vladimir Lobastov, Director 2011-06-10 BANK "ROSSIYA", By: /s/ Dmitry Lebedev, Chairman of Management Board 2011-06-10 LLC "Mediaset", By: /s/ Tatyana Duritskaya, General Director 2011-06-10