9th Sep 2009 09:52
GRUPO CLARIN S.A.
Statement re COMFER Resolution
On 4 September 2009, Grupo Clarín S.A. (the "Company") informed the Argentine Securities Commission ("CNV") that on September 3, 2009, its subsidiary Cablevisión S.A. ("Cablevisión") was served notice of Resolution No. 577 COMFER/09 of the Federal Broadcasting Committee ("Resolution 577/09).
Attached hereto are English language versions of the relevant provisions of Resolution 577/09 and a Press Release issued by Cablevisión in connection therewith.
Enquiries:
In Buenos Aires:
Alfredo Marín/M. Julia Díaz Ardaya
Grupo Clarín
Email: [email protected]
In London:
Alex Money/Lorna Ellen
Temple Bar Advisory
Tel: +44 20 7002 1080
Email: [email protected]
In New York:
Melanie Carpenter/Peter Majeski
I-advize Corporate Communications
Tel: +1 212 406 3692
Email: [email protected]
FREE TRANSLATION
COMFER RESOLUTION NO. 577/2009 (Dated as of September 3, 2009)
["RECITALS" intentionally omitted]
"THE PROVISIONAL HEAD (INTERVENTOR) OF THE FEDERAL BROADCASTING COMMITTEE HEREBY DECIDES:
ARTICLE 1: CABLEVISION S.A. is hereby denied authorization to effect the transaction pursuant to which MULTICANAL S.A., DELTA CABLE S.A., TELEDIGITAL CABLE S.A., PAMPA TV S.A. and TELEVISORA DEL PLATA S.A. would be merged into CABLEVISION S.A., because such authorization would be incompatible with the broadcasting regulatory regime currently in force, governed by Law No. 22,285, as amended.
ARTICLE 2: CABLEVISION S.A. is hereby ordered to submit to this Federal Broadcasting Committee, within 30 days [of the date hereof], the list of licenses over which it shall elect to maintain ownership in order to satisfy the requirements of Section 43(b) of Law No. 22,285, as amended.
ARTICLE 3: CABLEVISION S.A. is hereby ordered to submit, within 60 days [of the date hereof], an adjustment plan in order to cease in its infringement of the "overlapping license regime" set forth under Law No. 22,285, as amended.
ARTICLE 4: CABLEVISION S.A. is hereby ordered to abstain from making any changes to the manner in which its services are rendered and/or the allocation of the assets applied to the rendering of such services, with respect to all services rendered under licenses that were subject to the merger rejected under Article 1 hereof.
ARTICLE 5: Let this Resolution be registered, communicated, notified and, once complied with, (permanently) filed."
SIGNED BY: Lic. Juan Gabriel Mariotto, Provisional Head (Interventor), Federal Broadcasting Committee.
FREE TRANSLATION
Cablevisión
EVIDENT AND WILFULL ARBITRARINESS BY COMFER
Today, the provisional head (interventor) of COMFER Gabriel Mariotto, who responds to Media Secretary Enrique Albistur, referred publicly to Cablevisión at a plenary meeting of parliamentary commissions at the House of Representatives and even announced a decision that would affect the company.
It is striking that Mr. Mariotto made reference to alleged administrative decisions without having given Cablevisión prior notice of such decisions. The referred decision is completely devoid of logic and lacks any legal grounds because Cablevisión is in full compliance with applicable law relating to multiple cable licenses, as well as in all other respects.
It is evident that both the timing and content of the decision have a clear political purpose: to harm the company in the context of the debate that has recently begun in Congress over new legislation governing audiovisual services in Argentina. This crude discursive stratagem, before the plenary meeting of parliamentary commissions, has no purpose other than to deliberately mislead legislators and the public opinion, given the forum where it was announced.
All the investments and business transactions carried out by Cablevisión in recent years have adhered strictly to the law and have received all necessary approvals.
In terms of antitrust law, the acquisition of Multicanal by Cablevisión was approved by the competent authority, namely the National Antitrust Commission (Comisión Nacional de Defensa de la Competencia). In 2007, after 14 months of analysis, that agency authorized the transaction unanimously and with no objections, with the vote of all three of its members. CNDC Resolution 257/07 is currently in effect and is absolutely final.
Having received such authorization, Cablevisión undertook its corporate reorganization process, giving due notice to COMFER. We note that cable television does not use radioelectric spectrum and therefore, in its regulation of multiple licenses, the law provides that cable services in different locations should not be taken into account (Sections 43 and 44 of Law No. 22,285). In 2008, Cablevisión informed COMFER of its irrevocable decision to relinquish any licenses in excess of one (1) per location. Thus, the company now has only one license per location. Cablevisión's relinquishment was voluntary, spontaneous and timely, without any prior request by COMFER.
All of the above makes the decision announced today even more arbitrary, untimely and illegitimate. And in consequence, Cablevisión will initiate, once again, all administrative and judicial actions that may be necessary to safeguard its constitutional rights and those of its subscribers.
As was the case less than a month ago with Fibertel, Cablevisión is again a victim of the abuse and authoritarianism of those who, unlawfully, instead of exercising their public functions, intend to use them as a political battering ram that conceals their true interests.
Buenos Aires, September 3, 2009
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