Net Servicos Announces Relevant Notice.SAO Sa´o n. 1. (Zool.) Any marine annelid of the genus Hyalinæcia, especially H. tubicola of Europe, which inhabits a transparent movable tube resembling a quill in color and texture. PAULO Paulo is the Portuguese form of the given name Paul:
NETC Naval Education & Training Center NETC New England Theatre Conference NETC Network Enterprise Technology Command ) (Bovespa:PLIM4) (Bovespa:PLIM3) (Latibex:XNET XNET Cross Net Debugger XNET Extended Network ), the largest Pay-TV pay-TV n. A system for receiving television broadcasts by making subscription payments, as by renting a device that unscrambles the broadcaster's scrambled signal. Also called pay television. multi-service operator in Latin America Latin America, the Spanish-speaking, Portuguese-speaking, and French-speaking countries (except Canada) of North America, South America, Central America, and the West Indies. , and an important provider of bi-directional broadband Internet access Broadband Internet access, often shortened to just "broadband", is high speed Internet access—typically contrasted with dial-up access over modem. Dial-up modems are generally only capable of a maximum bitrate of 56 kbit/s (kilobits per second) and require the full use of a (Virtua), announces the following relevant notice:
1. As previously announced in the relevant notices issued on
06/27/2004, 06/30/2004 and 07/16/2004, the Company disclosed the
execution of (i) commitment letters between the Company and its
creditors representing approximately 70% of its financial debt,
reflecting the terms and conditions of NET's capital restructuring
plan (the "Plan"); and (ii) the agreement between Globo
Comunicacoes e Participacoes S.A. ("Globopar") and Telefonos de
Mexico, S.A. de C.V. ("Telmex"), whereby Telmex would acquire a
stake in NET ("Sale Agreement").
2. As reflected in the Plan, the Company could implement either a
public offering of shares or a private offering of shares, at a
price no lower than R$0.35 per share. The cash proceeds would be
used to fund the cash component applicable to participant
creditors under the Plan.
3. As reflected in the Sale Agreement, the Company would pursue a
public offering of shares. In such offering Globopar would acquire
all voting shares at a price of R$0.35 per share, excluding any
shares acquired by other shareholders who exercise their
preemptive rights. Additionally, Telmex would make an offer to
purchase all preferred shares at a price of R$0.35 per share.
4. Today, the Board of Directors approved, as determined in a
previous meeting held in accordance to the current shareholders
agreement, as a result of BNDES Participacoes S.A. ("Bndespar")'s
vote, to implement the capital increase through a private offering
of shares, as a substitute for the public offering of shares
previously announced. The Board decision does not constitute an
amendment to the Plan, which already contemplated such
alternative. The total amount of shares issued will not be
modified and it will be equal to 1.825.021.996 shares, being
745.147.153 common shares and 1.079.874.843 preferred shares at a
fixed price of R$0,35 per shares. This price is supported by the
valuation made by Boucinhas & Campos Soteconti Auditores
Independentes finalized in September 2004, to comply with
Brazilian Law No. 6,404/76, article 170, first paragraph. The
proceeds obtained from the offering of shares will be used to: (i)
fund the cash payment of creditors that participate in the Plan;
and/or (ii) restore the cash of the Company and/or repay any
bridge loan used to conclude the Plan.
5. The private offering of shares is still subject to the completion
of the existing pre-conditions under the Plan and under the Sale
Agreement. Thus, any issue of shares will only be effective after
the verification of all existing pre-conditions.
6. Shareholders will have preemptive rights to subscribe for shares
reflecting their outstanding ownership. Any unsubscribed preferred
shares after the applicable subscription period will be sold in a
tender offer at the stock exchange for the benefit of the Company.
The Company will not accept reserves for the subscription of any
unsubscribed shares. The starting date to exercise the preemptive
right as well as the cutoff date used to determine the shareholder
base entitled to the preemptive rights will be announced through
"Aviso aos Acionistas" after the verification of all existing
pre-conditions. From the announcement date of "Aviso aos
Acionistas" shareholders will have 30 days to exercise their
preemptive rights, as defined in Law No. 6,404/76, article 171,
fourth paragraph.
7. Globopar and Telmex have amended the Sale Agreement to reflect the
capital increase through a private offering of shares. Globopar
informed that it will: (i) subscribe to the total amount of common
shares, excluding any shares acquired by other shareholders who
exercise their preemptive rights; and (ii) transfer its preemptive
rights under the preferred shares to Telmex. Globopar also
informed the Company that it will make the best efforts to
subscribe for the shares as soon as possible after the
verification of all existing pre-conditions.
8. The proceeds from the sale of common and preferred shares to Globo
and Telmex, which shall occur just after the subscription, will be
used to pay-down debt as part of the Plan. From this moment on,
the Company may, at its discretion and in order to fund the cash
component under the Plan: (i) use, on a temporary basis, up to
R$120 million of its own cash and; (2) to the extent convenient
and necessary, raise a bridge loan to conclude the Plan.
Accordingly, if the Company considers adequate the decision to
anticipate the conclusion of the Plan and obtains enough resources
to fund the minimum payment to creditors, NET could opt to
conclude the restructuring at any time after the beginning of the
private offering of shares.
9. After the end of the preemptive period, any unsubscribed preferred
shares will be sold in a tender offer at the stock exchange,
according to Brazilian securities law. If the tender offer price
is R$0.35 per share, the proceeds will be used to: (i) restore the
cash of the Company and/or repay any bridge loan used to conclude
restructuring, if applicable; or (ii) conclude the restructuring
if the previous option has not occurred. If the tender offer price
is greater than R$0.35 per share, 80% of the difference between
the effective tender offer price and R$0.35 per share will be used
to repay part of remaining debt. Telmex committed to make an offer
to purchase all unsubscribed preferred shares at a minimum price
of R$0.35 per share.
For further information, please contact our Investor Relations Investor relations The process by which the corporation communicates with its investors. Area. Marcio Minoru Minoru is a male Japanese given name. Minoru is the name of King Edward VII's horse that won the English derby. Possible Writings
conj. Used to indicate that either or both of the items connected by it are involved. Usage Note: And/or is widely used in legal and business writing. Rodrigo Rodrigo is a Spanish and Portuguese name derived from the Germanic name *Hrōþirīk(i)az ("famous ruler"). It can refer to:
|
|
||||||||||||
Printer friendly
Cite/link
Email
Feedback
Reader Opinion