The agreement consists of an exchange of shares in Telefónica S.A. for the shares held by IBERDROLA in the Brazilian cellular telephony carriers (Tele Sudeste Celular and Tele Leste Celular) and the 3.48% stake in the holding of the fixed-line carrier of Sao Paulo (Tele Sp). The IBERDROLA Group will receive a total of 19,136,307 shares in Telefónica, S.A., with a value of approximately USD 313m.
The different blocks of shares transferred by IBERDROLA are described below:
a) 3.48% of the total capital of SP TELECOMUNICAÇÒES HOLDING, S.A (holding with controlling interest in TELECOMUNICAÇÒES DE SÀO PAULO, TELESP.S.A)
b) 7% of the total capital of TBS CELULAR PARTICIPAÇÒES, S.A. (holding with controlling interest in CELULAR CRT PARTICIPAÇÒES, S.A)
c) 7% of the total capital of SUDESTECEL PARTICIPAÇÒES, S.A. (holding with controlling interest in TELE SUDESTE CELULAR PARTICIPAÇÒES,S.A)
d) 62.02% of the total capital of IBEROLESTE PARTICIPAÇÒES, S.A. (holding with controlling interest in TELE LESTE CELULAR PARTICIPAÇÒES, S.A.)
e) 3.38% of the total capital of TELE LESTE CELULAR.
Finalisation of these deals is subject to authorisation by the National Telecommunications Agency of Brazil (ANATEL).
The operation also contemplates acquisition of the shareholding interest held by IBERDROLA ENERGIA, S.A. in CELULAR CRT PARTICIPAÇÒES, S.A., representing 0.66% of its capital, to be made through a Takover Bid, already announced by Telefónica Móviles, S.A.
This is a further move in IBERDROLA’s policy of concentrating its shareholding and management interests in strategic assets in the north-east of Brazil and majority interests, in which it operates as carrier.
The operation forms part of the strategy of Telefónica, S.A. of increasing its shareholding interests in Latin American carriers in which it already controls management, with the intention of contributing those assets to its respective lines of business.
