Baltic Communications Ltd – THIRD SUPPLEMENTAL INDENTURE (August 30th, 1999)1 EXHIBIT 4.5 THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE, dated as of January 12, 1999, among (i) PLD TELEKOM INC., a Delaware corporation (the "Company"), as issuer, (ii) NWE CAPITAL (CYPRUS) LIMITED, a Cypriot company ("NWE Cyprus"), PLD ASSET LEASING LIMITED, a Cypriot company ("PLD Leasing"), PLD CAPITAL LIMITED, a Cypriot company ("PLD Capital"), PLD CAPITAL ASSET (U.S.) INC., a Delaware corporation ("PLDCA"), WIRELESS TECHNOLOGY CORPORATIONS LIMITED, a British Virgin Islands company ("WTC"), and BALTIC COMMUNICATIONS LIMITED, a Russian joint stock company of the closed type ("BCL"), as Guarantors, (iii) CLAYTON A. WAITE, shareholder of NWE Cyprus as nominee for the Company, and APROPOS INVESTMENTS LTD., a Cypriot company, shareholder of PLD Leasing and PLD Capital as nominee for the Company, and (iv) THE BANK OF NEW YORK, a New York banking corporation ("SO
Baltic Communications Ltd – THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE (August 30th, 1999)1 EXHIBIT 4.6 PLD TELEKOM INC. (FORMERLY PETERSBURG LONG DISTANCE INC.) CUSIP NO. 69340T-AA-8 14% SENIOR DISCOUNT NOTE DUE 2004 No. E-1 THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO. UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO PLD TELEKOM INC. OR THE REGISTRAR FOR REGISTRATION OF TRANSFER OR EXCHANGE AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER ENTITY AS HAS BEEN REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT HEREON IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS HAS BEEN REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSIT
Baltic Communications Ltd – AGREEMENT (August 30th, 1999)1 Exhibit 10.1 DATED 27 JANUARY 1996 AGREEMENT relating to the provision of administrative services to, and management of, BALTIC COMMUNICATIONS LIMITED (1) PETERSBURG LONG DISTANCE, INC. (2) 2 PARTIES 1 INTRODUCTION 1 OPERATIVE PROVISIONS 1 1 Obligations of PLD 1 2 Provision of Services 1 3 Transfer of Management 1 4 BCL 2
Baltic Communications Ltd – 9% CONVERTIBLE SUBORDINATED NOTE DUE 2006 (August 30th, 1999)1 EXHIBIT 4.7 PETERSBURG LONG DISTANCE INC. No. CG 1 CUSIP No. 71623PAC6 9% CONVERTIBLE SUBORDINATED NOTE DUE 2006 THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO. THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT (A) (1) TO A PERSON WHOM THE SELLER REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF RULE 144A UNDER THE SECURITIES ACT ("RULE 144A") IN A TRANSACTION MEETING THE REQUIREMENTS OF RULE 144A, OR (2) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT PROVIDED BY RULE 144 THEREUNDER (IF AVAILABLE) AND (B) IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF THE STATES OF THE UNITED STATES
Baltic Communications Ltd – SECOND SUPPLEMENTAL INDENTURE (August 30th, 1999)1 EXHIBIT 4.4 SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE, dated as of June 15,1998, among (i) PLD TELEKOM INC. (formerly known as Petersburg Long Distance Inc.), a Delaware corporation (formerly an Ontario company, that became a Delaware corporation pursuant to Section 388 of the General Corporation Law of the State of Delaware pursuant to a Certificate of Domestication filed in Delaware on February 28, 1997) (the "Company"), as issuer, (ii) NWE CAPITAL (CYPRUS) LIMITED, a Cypriot corporation ("NWE Cyprus"), PLD ASSET LEASING LIMITED, a Cypriot corporation ("PLD Leasing"), PLD CAPITAL LIMITED, a Cypriot corporation ("PLD Capital"), PLD CAPITAL ASSET (U.S.) INC., a Delaware corporation ("PLD Capital Asset"), WIRELESS TECHNOLOGY CORPORATIONS LIMITED, a British Virgin Islands corporation ("WTC"), and BALTIC COMMUNICATIONS LIMITED, a Russian joint stock company of
