XML 31 R52.htm IDEA: XBRL DOCUMENT v2.4.0.6
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Credit Facility (Details)
6 Months Ended 6 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended
Jun. 30, 2012
USD ($)
Jun. 30, 2011
USD ($)
Dec. 31, 2011
USD ($)
Jun. 30, 2012
T W Loan 2013 Convert Note tranche [Member]
USD ($)
Apr. 30, 2012
T W Loan 2013 Convert Note tranche [Member]
USD ($)
Jun. 30, 2012
T W Loan 2014 Floating Rate Note tranche [Member]
USD ($)
Apr. 30, 2012
2013 Convertible Notes [Member]
USD ($)
Dec. 31, 2011
2013 Convertible Notes [Member]
USD ($)
Mar. 31, 2008
2013 Convertible Notes [Member]
USD ($)
Dec. 31, 2011
CET 21 [Member]
Secured Debt [Member]
USD ($)
Dec. 31, 2011
CET 21 [Member]
Secured Debt [Member]
CZK
Oct. 21, 2014
CET 21 [Member]
Secured Debt [Member]
USD ($)
Oct. 21, 2014
CET 21 [Member]
Secured Debt [Member]
CZK
Jun. 30, 2012
CET 21 [Member]
Secured Debt [Member]
Oct. 21, 2010
CET 21 [Member]
Secured Debt [Member]
USD ($)
Oct. 21, 2010
CET 21 [Member]
Secured Debt [Member]
CZK
Apr. 30, 2012
T W Loan [Member]
USD ($)
Jun. 30, 2012
BMG Bank Mendes Gans [Member]
USD ($)
Dec. 31, 2011
BMG Bank Mendes Gans [Member]
USD ($)
Jun. 30, 2012
Ceska Sporitelna [Member]
Subsidiaries [Member]
Jun. 30, 2012
Ceska Sporitelna [Member]
CET 21 [Member]
USD ($)
Jun. 30, 2012
Ceska Sporitelna [Member]
CET 21 [Member]
CZK
Jun. 30, 2012
CNC Central National Cinematografei [Member]
USD ($)
Dec. 31, 2011
CNC Central National Cinematografei [Member]
USD ($)
Jun. 30, 2012
CNC Central National Cinematografei [Member]
Media Pro Entertainment Segment [Member]
USD ($)
Jun. 30, 2012
CNC Central National Cinematografei [Member]
Media Pro Entertainment Segment [Member]
RON
Dec. 31, 2011
CNC Central National Cinematografei [Member]
Media Pro Entertainment Segment [Member]
USD ($)
Dec. 31, 2011
CNC Central National Cinematografei [Member]
Media Pro Entertainment Segment [Member]
RON
Jun. 30, 2012
Time Warner Loan [Member]
USD ($)
Jun. 15, 2012
Time Warner Loan [Member]
USD ($)
Line of Credit Facility [Line Items]                                                            
Debt Instrument, Face Amount         $ 129,700,000   $ 20,647,000 $ 129,660,000 $ 475,000,000                                          
Credit facilities 166,674,000 [1],[2],[3],[4],[5]   77,464,000 [1],[2],[3],[4],[5]               0             0 0                   90,800,000  
Capital leases 4,029,000   3,698,000                                                      
Total credit facilites and capital leases 170,703,000   81,162,000                                                      
Less current maturities (91,755,000)   (1,058,000)                                                      
Total non current credit facilites an capital leasesd Capital Leases 78,948,000   80,104,000                                                      
Line of Credit Facility, Maximum Borrowing Capacity                       36,800,000 750,000,000   73,700,000 1,500,000,000 300,000,000       14,700,000 300,000,000                
Proceeds from credit facilities 192,944,000 13,194,000   109,000,000   71,100,000                                                
Repayments of Debt and Capital Lease Obligations 28,514,000 13,181,000                                                     89,300,000  
Line of credit facility cash pooling arrangment deposit                                   21,200,000 37,000,000                      
Accrued interest payable 22,119,000   24,108,000                                                     38,000
Debt Instrument, Basis Spread on Variable Rate                           5.00%       2.00%   2.50%                    
Line of Credit Facility, Interest Rate at Period End                   5.97% 5.97%     6.08%                                
Line of Credit Facility, Increase, Additional Borrowings                   73,700,000 1,500,000,000                                      
Long-term Debt 1,216,028,000 [6]   1,324,369,000                                           3,000,000 10,700,000 3,000,000 10,600,000    
Number Of Loans Oustanding                                             13              
Long Term Debt Fair Value Adjustment                                             $ 1,000,000 $ 1,000,000            
[1] In connection with the cash tenders announced on April 30, 2012, we entered into the TW Credit Agreement with Time Warner. Under the TW Credit Agreement, Time Warner agreed to loan to the Company an aggregate principal amount of US$ 300.0 million in three tranches (the “TW Loans”), with the amounts we could draw upon for each tranche corresponding to the amount of our 2013 Convertible Notes, our 2014 Floating Rate Notes or our 2016 Fixed Rate Notes, as applicable, accepted for purchase by us in the 2013 Tender Offer and the Euro Tender Offer. We drew US$ 109.0 million under the credit facility on May 30, 2012 to finance the repurchase of 2013 Convertible Notes, and drew an additional US$ 71.1 million on June 13, 2012 to finance the repurchase of the 2014 Floating Rate Notes. For the first 180 days after the applicable disbursement date, the 2013 Convertible Notes tranche had the same interest rate as the 2013 Convertible Notes (3.5% per annum) and the 2014 Floating Rate Notes tranche had the same interest rate as the 2014 Floating Rate Notes (Euribor plus 1.625% per annum). The interest rate applicable to each tranche was subject to adjustment under certain circumstances, none of which occurred during the period. The maturity date of each tranche of TW Loans corresponded to the maturity date of the notes for which the loan was drawn. We could repay the TW Loans at any time without penalty, including from the proceeds of any equity offerings. We issued shares to Time Warner Media Holdings B.V. (“TW Investor”) and RSL Capital LLC, an affiliate of Ronald Lauder, on June 15, 2012 and the proceeds were applied to outstanding principal of US$ 89.3 million and accrued interest of US$ 38 thousand on the TW Loans. On June 27, 2012, we exercised our option to put shares to TW Investor in order to repay the remaining US$ 90.8 million amount of TW Loans outstanding and this transaction closed on July 3, 2012 (see Note 20, "Subsequent Events").
[2] We have a cash pooling arrangement with Bank Mendes Gans (“BMG”), a subsidiary of ING Bank N.V. (“ING”), which enables us to receive credit across the group in respect of cash balances which our subsidiaries in The Netherlands, Bulgaria, Croatia, the Czech Republic, Romania, the Slovak Republic and Slovenia deposit with BMG. Cash deposited by our subsidiaries with BMG is pledged as security against the drawings of other subsidiaries up to the amount deposited. As at June 30, 2012, we had deposits of US$ 21.2 million in and drawings of US$ nil on the BMG cash pool. Interest is earned on deposits at the relevant money market rate and interest is payable on all drawings at the relevant money market rate plus 2.0%. As at December 31, 2011, we had deposits of US$ 37.0 million in and drawings of US$ nil on the BMG cash pool.
[3] On October 21, 2010, CET 21 entered into a five-year CZK 1.5 billion (approximately US$ 73.7 million) secured revolving credit facility (the “Secured Revolving Credit Facility”) with BNP Paribas S.A., J.P. Morgan plc, Citigroup Global Markets Limited, ING and Ceska Sporitelna, a.s. (“CSAS”), as mandated lead arrangers and original lenders, BNP Paribas S.A., as agent, BNP Paribas Trust Corporation UK Limited, as security agent, and CME Ltd., CME NV, CME BV, CME Investments B.V., CME SH and Markiza as the original guarantors. Interest under the facility is calculated at a rate per annum of 5% above Prague Interbank Offered Rate ("PRIBOR") for the relevant interest period (the applicable rate at June 30, 2012 and December 31, 2011 was 6.08% and 5.97%, respectively). The Secured Revolving Credit Facility will decrease to CZK 750.0 million (approximately US$ 36.8 million) on the fourth anniversary of the signing date. Drawings under the facility by CET 21 may be used for working capital requirements and for general corporate purposes. The Secured Revolving Credit Facility contains customary representations, warranties, covenants and events of default. The covenants include limitations on CET 21's ability to incur additional indebtedness, create liens, make disposals and to carry out certain other types of transactions. Drawings on the Secured Revolving Credit Facility amounted to CZK 1.5 billion (approximately US$ 73.7 million) as at June 30, 2012 and December 31, 2011. As at June 30, 2012, CET 21 had an interest rate swap to hedge the interest rate exposure on the future outstanding principal under the Secured Revolving Credit Facility (see Note 11, “Financial Instruments and Fair Value Measurements”).
[4] As at June 30, 2012, and December 31, 2011, there were no drawings outstanding under a CZK 300.0 million (approximately US$ 14.7 million) working capital credit facility with Factoring Ceska Sporitelna (“FCS”). This facility is secured by a pledge of receivables under a factoring agreement with FCS and is available indefinitely, subject to a three-month notice period. The facility bears interest at one-month PRIBOR plus 2.5% for the period that actively assigned accounts receivable are outstanding.
[5] At June 30, 2012, Media Pro Entertainment had an aggregate principal amount of RON 10.7 million (approximately US$ 3.0 million) (December 31, 2011, RON 10.6 million, approximately US$ 3.0 million) of loans outstanding with the Central National al Cinematografei ("CNC"), a Romanian governmental organization which provides financing for qualifying filmmaking projects. Upon acceptance of a particular project, the CNC awards an agreed level of funding to each project in the form of an interest-free loan. Loans from the CNC are typically advanced for a period of ten years and are repaid through the proceeds from the distribution of the film content. At June 30, 2012, we had 13 loans outstanding with the CNC with maturity dates ranging from 2014 to 2020. The carrying amounts at June 30, 2012 and December 31, 2011 are net of a fair value adjustment of US$ 1.0 million and US$ 1.0 million, respectively, arising on acquisition.
[6] Third party debt is defined as credit facilities and capital leases or debt with entities that are not part of the CME Ltd. consolidated group.