Exhibit 10.63.1
AMENDMENT NO. 1 TO
SHARE PURCHASE
AGREEMENT
THIS AMENDMENT NO. 1 dated as of
October 2008 (the “Amendment”), to the Share
Purchase Agreement dated as of December 18, 2007 (the
“Agreement”), relating to Soho Media LLC, a limited
liability company organized under the laws of the Russian
Federation, registered by Interdistrict Tax Inspection No. 46,
Moscow on November 16, 2007, registration number
1077762535916, having its registered office at 16-1 Valdayskiy
proyezd, Moscow, Russia (the “Company”) is made by and
between:
Mr. Serguey Anatolievich
Kalvarsky, a citizen of the Russian Federation, bearing passport
number No 45 99 757647 issued by OVD Bogorodskoye, Moscow on
February 2, 2000 with his registered address at Russia, Moscow
107564, 3-4 Pogonniy proyezd, apt. 13, and Mr. Gennadiy
Nikolaevich Kuznetsov, a citizen of the Russian Federation, bearing
passport number No 40 04 908174 issued by 84 office of militia of
Krasnoselsky district of St. Petersburg on November 15, 2003
with his registered address at Russia, St. Petersburg , 144/21
Prospect Veteranov, apt. 107 (each, a “Seller” and
collectively, the “Sellers”), from one side, and CJSC
“CTC NETWORK”, a company organised and existing under
the laws of the Russian Federation, having its registered office at
3rd Khoroshevskaya str., 12, 123298, Moscow, Russia (“CTC
Network”), and CTC Media, Inc., a Delaware corporation
with its registered office at 2711 Centerville Road,
Suite 400, Wilmington, Delaware, USA (“CTC
Media”), on the other side. CTC Network and CTC Media
are hereinafter collectively referred to as the
“Purchaser”.
WITNESSETH:
WHEREAS, the Purchaser and the
Sellers entered into the original Share Purchase Agreement on
December 18, 2007;
WHEREAS, the Purchase and Sellers
wish to amend the Share Purchase Agreement as set forth
herein;
NOW, THEREFORE, the party hereto
agrees as follows:
1.
AMENDMENTS
1.1
The following
sections