UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 3 )*
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CENTRAL EUROPEAN MEDIA ENTERPRISES, LTD.
----------------------------------------
(Name of Issuer)
Class A Common Stock, $.08 par value
------------------------------------
(Title of Class of Securities)
G20045202
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(CUSIP Number)
May 10, 2000
--------------
(Date of Event which Required Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[x] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Page 1 of 8 Pages)
<PAGE>
SCHEDULE 13G
CUSIP No. G20045202 Page 2 of 8 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Mark A. Riely
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OR ORGANIZATION
United States
NUMBER OF 5 SOLE VOTING POWER
SHARES 29,125
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
6 SHARED VOTING POWER
375,924
7 SOLE DISPOSITIVE POWER
29,125
8 SHARED DISPOSITIVE POWER
374,924
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
405,049
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
17.5%
12 TYPE OF REPORTING PERSON*
IN
(Page 2 of 8 Pages)
<PAGE>
SCHEDULE 13G
CUSIP No. G20045202 Page 3 of 8 Pages
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Curtis A. Alexander
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OR ORGANIZATION
United States
NUMBER OF 5 SOLE VOTING POWER
SHARES 0
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
6 SHARED VOTING POWER
375,924
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
375,924
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
375,924
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.3%
12 TYPE OF REPORTING PERSON*
IN
(Page 3 of 8 Pages)
<PAGE>
SCHEDULE 13G
CUSIP No. G20045202 Page 4 of 8 Pages
---------
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Media Group Investors, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OR ORGANIZATION
a Delaware limited partnership
NUMBER OF 5 SOLE VOTING POWER
SHARES 0
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
6 SHARED VOTING POWER
221,487
7 SOLE DISPOSITIVE POWER
0
8 SHARED DISPOSITIVE POWER
221,487
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
221,487
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.7%
12 TYPE OF REPORTING PERSON*
PN
(Page 4 of 8 Pages)
<PAGE>
This Statement on Schedule 13G/A dated April 10, 2000 filed by Mark A.
Riely is amended to read in its entirety as follows:
"Item 1(a). Name of Issuer:
Central European Media Enterprises, Ltd.
Item 1(b). Address of Issuer's Principal Executive Offices:
Clarendon House, Church Street
Hamilton
HM CX Bermuda
Item 2(a). Name of Person Filing:
This statement is filed by:
(1) Mark A. Riely ("Riely") with respect to the shares of Class A
Common Stock, par value $.08 per share ("Common Stock") of the Company which may
be deemed to be beneficially owned by Riely, including 23,875 shares of Common
Stock owned of record by Riely, 4,000 shares of Common Stock owned by an IRA
F/B/O Riely (the "Mark Riely IRA"), 1,250 shares of Common Stock owned by a SEP
IRA F/B/O Riely (the "Riely SEP IRA"), 221,487 shares of Common Stock owned by
Media Group Investors, L.P. which has a sole general partner, Media Group
Management, Inc., of which Riely is a 75% shareholder, 64,062 shares of Common
Stock owned by Media Group Investments, Ltd., which has as its investment
advisor Vercingetorix Corp., of which Riely is a 50% shareholder, 59,745 shares
of Common Stock owned by Goldman Sachs Strategic Technology Portfolio, L.P.,
which has as its investment adviser Vercingetorix Corp., of which Riely is a 50%
shareholder, and 30,630 shares of Common Stock owned by Key Media &
Communications, Inc., which has as its investment advisor Vercingetorix Corp.,
of which Riely is a 50% shareholder
(2) Curtis A. Alexander ("Alexander") with respect to the shares of
Common Stock of the Company which may be deemed to be beneficially owned by
Alexander, including 221,487 shares of Common Stock owned by Media Group
Investors, L.P., which has a sole general partner, Media Group Management, Inc.,
of which Alexander is a 25% shareholder, 64,062 shares of Common Stock owned by
Media Group Investments, Ltd., which has as its investment advisor Vercingetorix
Corp., of which Alexander is a 50% shareholder, 59,745 shares of Common Stock
owned by an account of Goldman Sachs Strategic Tech Fund, which account is
managed by Vercingetorix Corp., of which Alexander is a 50% shareholder, and
30,630 shares of Common Stock owned by Key Media & Communications, Inc., which
has as its investment advisor Vercingetorix Corp., of which Alexander is a 50%
shareholder.
(3) Media Group Investors, L.P. ("MGI LP") with respect to the shares
of Common Stock of the Company owned of record by MGI LP.
(Riely, Alexander and MGI LP are each a "Reporting Person" and,
collectively, the "Reporting Persons".)
Item 2(b). Address of Principal Business Office, or, if None, Residence:
The business address of Riely is 260 West Broadway, Suite 2-D, New
York, New York 10013. The business address of Alexander is 365 Boston Post Road,
Suite 210, Sudbury, MA 01776. The principal business office of MGI LP is located
at 365 Boston Post Road, Suite 210, Sudbury, MA 01776.
Item 2(c). Citizenship:
Riely and Alexander are each United States citizens. MGI LP is a
Delaware limited partnership.
Item 2(d). Title of Class of Securities:
This statement relates to the Company's Common Stock, par value $.08
per share.
(Page 5 of 8 Pages)
<PAGE>
Item 2(e). CUSIP Number:
G20045202
Item 3. If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or
(c), check whether the person is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act,
(b) [ ] Bank as defined in Section 3(a)(6) of the Act,
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act,
(d) [ ] Investment Company registered under Section 8 of the Investment
Company Act,
(e) [ ] Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E),
(f) [ ] Employee Benefit Plan or Endowment Fund in accordance with Rule 13d-
1(b)(1)(ii)(F),
(g) [ ] Parent Holding Company or control person in accordance with Rule 13d-
1(b)(1)(ii)(G),
(h) [ ] Savings Association as defined in Section 3(b) of the Federal Deposit
Insurance Act,
(i) [ ] Church Plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act.
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to Rule 13d-1(c) check this box. [x]
Item 4. Ownership.
(A) As to Riely:
(a) Amount beneficially owned: 405,049
(b) Percent of class: 17.5%
(i) Sole power to vote or direct the vote: 29,125
(ii) Shared power to vote or direct the vote: 375,924
(iii)Sole power to dispose or direct the disposition: 29,125
(iv) Shared power to dispose or direct the disposition: 375,924
As of August 17, 2000 Riely has the sole power to vote and dispose of
23,875 shares of Common Stock owned of record by Riely. Riely has the shared
power to vote and dispose of 221,487 shares of Common Stock owned by Media Group
Investors, L.P. which has a sole general partner, Media Group Management, Inc.,
of which Riely is a 75% shareholder, 64,062 shares of Common Stock owned by
Media Group Investments, Ltd., which has as its investment advisor Vercingetorix
Corp., of which Riely is a 50% shareholder, 59,745 shares of Common Stock owned
by an account of Goldman Sachs Strategic Technology Fund, L.P., which account is
managed by Vercingetorix Corp., of which Riely is a 50% shareholder, and 30,630
shares of Common Stock owned by Key Media & Communications, Inc., which has as
its investment advisor Vercingetorix Corp., of which Riely is a 50% shareholder.
(B) As to Alexander:
(a) Amount beneficially owned: 375,924
(b) Percent of class: 16.3%
(i) Sole power to vote or direct the vote: 0
(ii) Shared power to vote or direct the vote: 375,924
(iii)Sole power to dispose or direct the disposition: 0
(iv) Shared power to dispose or direct the disposition: 375,924
As of August 17, 2000 Alexander has shared power to vote and dispose of
221,487 shares of Common Stock owned by Media Group Investors, L.P. which has a
sole general partner, Media Group Management, Inc., of which Alexander is a 25%
shareholder, 64,062 shares of Common Stock owned by Media Group Investments,
Ltd., which has as its investment advisor Vercingetorix Corp., of which
Alexander is a 50% shareholder, 59,745 shares of Common Stock owned by an
account of Goldman Sachs Strategic Technology Fund, L.P., which account is
managed by Vercingetorix Corp., of which Alexander is a 50% shareholder, and
30,630 shares
(Page 6 of 8 Pages)
<PAGE>
of Common Stock owned by Key Media & Communications, Inc., which has as its
investment advisor Vercingetorix Corp., of which Alexander is a 50% shareholder.
(C) As to MGI LP:
(a) Amount beneficially owned: 221,487
(b) Percent of class: 9.7%
(i) Sole power to vote or direct the vote: 0
(ii) Shared power to vote or direct the vote: 221,487
(iii)Sole power to dispose or direct the disposition: 0
(iv) Shared power to dispose or direct the disposition: 221,487
As of August 17, 2000 MGI LP has the shared power to vote and dispose of
1,167,850 shares of Common Stock owned of record by MGI LP.
Item 5. Ownership of Five Percent or Less or a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
See Item 4.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Each of the Reporting Persons hereby makes the following
certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired and are not held
for the purpose of or with the effect of changing or influencing the control of
the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose or
effect."
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
Dated: August 17, 2000
/s/ Mark A. Riely
-----------------------------
Mark A. Riely
/s/ Curtis L. Alexander
-----------------------------
Curtis L. Alexander
(Page 7 of 8 Pages)
<PAGE>
MEDIA GROUP INVESTORS, L.P.
By: Media Group Management, Inc.,
its general partner
By: /s/ Mark A. Riely
-----------------------------
Name: Mark A. Riely
Title: President
EXHIBIT INDEX
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Exhibits
1. Joint Filing Agreement, dated August 17, 2000, among Riely, Alexander,
and MGI LP.
Page 8 of 8 Pages
