Significant Events 2007
The Company guarantees that the information contained outlined below corresponds exactly with that submitted to the Spanish Stock Exchange Commission.
Telefónica announces changes to the organizational structure and to its Board of Directors.
On November 28th, 2007, the Board of Directors of Telefónica, in accordance with the “Performance Share Plan 2006” resolved, subjecto to the report of the Nominating, Compensation and Corporate Governance Committee to allocate the shares corresponding to the second cycle of that Plan to the Executive Directors and Executive Officers of the Company.
Telefónica, S.A. announces that Mr. Peter Erskine will step down as General Manager of Telefónica O2 Europe, retaining his position on the Board of Directors of the Company and on its Executive Commission (Comisión Delegada), as non-executive Director.
On November 14th, 2007, Telefónica will pay an interim dividend from 2007 net income of a fixed gross amount of 0.35 euros for each Company share issued, in circulation and carrying entitlement to this dividend.
At the Audit and Control Committee’s meeting held today, the incorporation of the Director Mr. Vitalino Manuel Nafría Aznar as new member of this Committee has taken place.
TELEFÓNICA, S.A., ASSICURAZIONI GENERALI S.p.A., INTESA SANPAOLO S.p.A., MEDIOBANCA S.p.A. and SINTONIA S.A. (BENETTON) have acquired today, October 25th, 2007, the whole of the capital of OLIMPIA S.p.A., through the Italian company, TELCO S.p.A. which holds approximately 23.6% of the capital that confers voting rights of TELECOM ITALIA S.p.A.
TELEFÓNICA, S.A., ASSICURAZIONI GENERALI S.p.A., INTESA SANPAOLO S.p.A., MEDIOBANCA S.p.A. and SINTONIA S.A. (BENETTON) will in the coming days formally execute the acquisition of the whole of the capital stock of the Italian company OLIMPIA S.p.A., owner of shares representing 18% of the capital that confers voting rights of TELECOM ITALIA S.p.A.
TELEFÓNICA, at its Sixth Investor Conference to be held today in London, will announce a proposal to distribute a dividend of (1) euro per share corresponding to 2008 fiscal year, for which purpose the adoption of the corresponding corporate resolutions will be proposed. This dividend will be payable in two tranches: the first one in the second half of 2008, and the second one in the first half of 2009.
Telefónica S.A. will distribute an interim dividend from 2007 net income, of a fixed gross amount of 0.35 euros on November 14th, 2007. Likewise, it is the Board’s intention to propose to the next Annual General Shareholders’ Meeting, to be held in 2008, the payment of a final dividend of 0.40 euros per share, so that the total shareholder remuneration for fiscal year 2007 will amount to 0.75 euros.
Vivo Participações, S.A. (“VIVO”), a Brazilian company controlled by Brasilcel NV jointly controlled by Telefónica, S.A. and Portugal Telecom SGPS, signed an agreement with Telpart Participações S.A. (“Telpart”) for the acquisition of Telpart´s stakes in Telemig Celular Participações S.A and Tele Norte Celular Participações S.A.
Telefónica reports changes to the Board of Directors of the Company.
Once the corresponding administrative authorisations have been obtained, TELEFÓNICA, S.A. has sold its 99.7% stake in ENDEMOL INVESTMENT HOLDING B.V.
Telefónica disagrees with European Commission Decision and will immediately request its annulment before the European courts.
Telefónica and Sogecable have signed today an agreement to offer telecommunications and digital satellite television services and to work together to buy pay-TV content in the Spanish market.
The Board of Directors of TELEFÓNICA, S.A., at its meeting of May 10th, 2007, resolved to execute the resolution adopted by the company’s shareholders in their Annual General Meeting held this same date, regarding a capital reduction by the cancellation of own shares.Therefore, 147,633,912 of the own shares of TELEFÓNICA, S.A. have been cancelled.
TELEFÓNICA, S.A. By means of this letter, it communicates that, today, Wednesday May 16, 2007, the presentation of results of TELEFÓNICA, S.A. has taken place. corresponding to the First Quarter of 2007, holding for this purpose a conference call with analysts at 4:00 p.m.
After analyzing various offers received, TELEFÓNICA, S.A. (“TELEFÓNICA”) has entered into an agreement for the sale of its 99.7% stake in ENDEMOL INVESTMENT HOLDING BV (“ENDEMOL HOLDING”).
The Annual General Shareholders’ Meeting of TELEFÓNICA, S.A. held today, May 10th, 2007, with the shareholders, present or represented, holding 2,584,360,752 shares representing 52.51% of the share capital of the Company, has approved by an absolute majority of votes (an average of 99.06% of the shares at the Meeting placed votes in favor) all the draft resolutions submitted by the Board of Directors for deliberation and vote by the General Shareholders’ Meeting.
Pursuant to the resolution adopted by the shareholders of TELEFÓNICA, S.A. at their Annual General Meeting held today, we hereby inform all shareholders that on May 17th, 2007, the Company will pay a final cash dividend from 2006 net income of a fixed gross amount of 0.30 euros.
Further to the information filed on April 28th with respect to Telefónica´s investment in Telecom Italia, the Company informs about its indirect participation for both economic and voting purposes.
Further to the information filed on April 28th and May 2nd, 2007 with respect to TELEFÓNICA’s investment in TELECOM ITALIA, it is hereby enclosed copy of the agreements related to this transaction.
Pursuant to the notice filed in April 28th in relation to TELEFÓNICA’s indirect holding in the share capital of TELECOM ITALIA, it is hereby reported additional information with regard to this transaction, which is similar to that filed with the supervisory authority in the Italian securities market, CONSOB, by the Italian partners.
Telefónica, Mediobanca, Generali, Intesa Sanpaolo and Benetton unite to take a stake in Telecom Italia. They create a consortium that becomes the largest shareholder of the Italian operator with 23.6% of the capital.
TELEFÓNICA, S.A. states that it has been carrying on conversations with PORTUGAL TELECOM, SGPS, S.A. with certain frequency in relation to the future shareholder structure of BRASILCEL, N.V. (parent company of VIVO PARTICIPAÇOES, S.A), without any agreement having been signed.
TELEFÓNICA O2 EUROPE PLC and O2 HOLDINGS LTD have today signed a final binding agreement with the MACQUARIE GROUP, for the disposal of 100% of AIRWAVE O2 LTD.
Official announcement of the calling of the Annual General Shareholders’ Meeting, and the Proposals to be submitted for approval at the Meeting.
2006 Annual report on corporate governance.
The Board of Directors of TELEFÓNICA, S.A., at its meeting held today, has unanimously resolved to call the Annual Shareholders’ Meeting to be held on May 9th, 2007 on first call and on May 10th, 2007 on second call. The Board of Directors has also approved the Agenda of the Annual General Shareholder’s Meeting.
On April 6th, 2007 and in compliance with the conditions stated in the Prospectus for the Debentures Issue “April 2000” (ISIN code number ES0278430980), registered with the Spanish National Securities Market Commission (Comisión Nacional del Mercado de Valores) on March 28th, 2000, the 5,000 debentures of the issue will be totally redeemed through the repayment of the 100% of their nominal value of Euros 100,000 each.
TELEFÓNICA announces that it is exploring strategic alternatives in relation to its stake in ENDEMOL N.V., including a possible total or partial divestiture of its stake in that company. To that effect, TELEFÓNICA has retained LEHMAN BROTHERS as its financial advisor and, additionally, has asked MERRILL LYNCH to offer stapled financing to the purchaser within the context of an eventual transaction.
On Thursday March 1, 2007, the presentation of results of TELEFÓNICA, S.A. took place. corresponding to the Second Semester of 2006, holding for this purpose a conference call with analysts at 4:00 p.m.
The Board of Directors of TELEFÓNICA, S.A., at its meeting held today, has decided to tentatively schedule the Annual General Shareholders’ Meeting of the Company for May 9th, 2007, at first call, or May 10th, 2007, at second call.
TELEFÓNICA SA, shareholder of PORTUGAL TELECOM, SGPS, S.A. with a 9.9635% equity stake therein, states its intention to vote, in the Extraordinary General Meeting of PORTUGAL TELECOM to be held on March 2nd, 2007, in favour of approving the amendments to the articles of association and the authorisations proposed to eliminate the voting restrictions.
With regard to the communication sent to the Commissione Nazionale per le Società e la Borsa (CONSOB) by PIRELLI & C. S.p.A., TELEFÓNICA, S.A. states that has been offered the possibility of acquiring a minority stake in the capital of the Italian corporation OLIMPIA S.p.A., which is the major shareholder of TELECOM ITALIA.
Telefónica brings CapEx forward to meet increasing demand in the broadband market.
