Telefonica Europe BV issuance of Undated Deeply Subordinated Reset Rate Guaranteed Securities, with the subordinated guarantee of TELEFÓNICA, with a face value of 850 million euros, has been issued and paid-up.
The Company submits information about the incentive Plan, Performance & Invesment Plan (“PIP”) approved in the General Shareholders’ Meeting held on May 30, 2014.
TELEFÓNICA, S.A., through its wholly- owned subsidiary TELEFÓNICA EMISIONES, S.A.U., under its EMTN Programme, has launched an issuance of Notes guaranteed by TELEFÓNICA, S.A. amounting to 800 million euros.
Telefónica, S.A. informs that a definitive agreement with Vivendi, S.A. for the acquisition by Telefonica Brasil, S.A. of Global Village Telecom, S.A. and its holding company GVT Participações, S.A. has been formalized.
Telefónica announces the final terms of the notes mandatorily convertible into new and/or existing shares of Telefónica, upon conclusion of the bookbuilding process.
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THE MATERIALS CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES (OR TO ANY U.S. PERSON) OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
MPORTANT INFORMATION
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TELEFÓNICA has approved an issue of notes mandatorily convertible into new and/or existing shares of the Company.
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If you are not a U.S., Australian, Canadian, South African or Japanese resident nor have U.S., Australian, Canadian, South African or Japanese nationality.
If you are not a U.S., Australian, Canadian or Japanese resident nor have U.S., Australian, Canadian or Japanese nationality
THE MATERIALS CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES (OR TO ANY U.S. PERSON) OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
MPORTANT INFORMATION
This area of the website is restricted (the “Restricted Area”). The information contained in this Restricted Area is made available in good faith and for information purposes only and is subject to the terms and conditions set out below.
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If you would like to view the Restricted Area, please read this notice carefully. This notice applies to all persons who view the Restricted Area and, depending on where you are located, may affect your rights or responsibilities. Telefónica, S.A. reserves the right to amend or update this notice at any time and you should, therefore, read it in full each time you visit the Restricted Area. In addition, the contents of the Restricted Area may be amended at any time in whole or in part at the sole discretion of Telefónica, S.A.
Nothing in, or which can be downloaded from, the Restricted Area constitutes an offer to sell or an invitation or solicitation of any offer to purchase or subscribe for any securities in the United States or in any other jurisdiction where such offer is unlawful, nor shall any part of these materials form the basis of, or be relied upon in connection with, any contract or commitment whatsoever in any such jurisdiction.
You should not forward, transmit or show the information or documents contained in the Restricted Area to any person. In particular, you should not forward or transmit the information or documents contained therein to any person located in the United States or to any U.S. Persons (as defined in Regulation S under the Securities Act (as defined below) (“U.S. Person”)) or to any person located in any Excluded Jurisdiction (as defined below). Any securities offered will not be registered under the US Securities Act of 1933, as amended (the “Securities Act”) or under the applicable securities laws or regulations of any state or territory or other jurisdiction of the United States, and the issue of any securities offered will not be registered under the US Investment Company Act of 1940, as amended. The offering of the securities will not be made, directly or indirectly, in or into, Australia, Canada, South Africa or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction (each, an “Excluded Jurisdiction”). Accordingly, the information contained in this website is not being made available, and may not be, mailed, forwarded, or otherwise distributed or sent in, into or from Australia, Canada South Africa or Japan. The offering of the securities will not be made, directly or indirectly, in or into, Australia, Canada, South Africa or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction (each, an “Excluded Jurisdiction”). Accordingly, the information contained in this website is not being made available, and may not be, mailed, forwarded, or otherwise distributed or sent in, into or from Australia, Canada, South Africa or Japan. The information contained in the Restricted Area is only for the attention of persons outside of the United States and each of the Excluded Jurisdictions who (A) if in the European Economic Area, are persons who are “qualified investors” within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC and amendments thereto, including Directive 2010/73/EC to the extent implemented in the relevant member state of the European Economic Area, and includes any relevant implementing measure in each member state of the European Economic Area which has implemented the Prospectus Directive) (“Qualified Investors”); (B) if in the United Kingdom are persons (i) having professional experience in matters relating to investments so as to qualify them as “investment professionals” under Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”); or (ii) falling within Article 49(2)(a) to (d) of the Order; and/or (C) if in any other jurisdiction outside the United States and the Excluded Jurisdictions (i) are not U.S. Persons (as defined in Regulation S under the Securities Act) and (ii) are persons to whom it may otherwise lawfully be communicated (all such persons referred to in (A), (B) and (C) together being “Relevant Persons”). Any of the information included in, or which can be downloaded from, the Restricted Area is only directed at Relevant Persons. Solicitations resulting from any of the information included in, or which can be downloaded from, the Restricted Area will only be responded to if the person concerned is a Relevant Person. All persons who wish to view the Restricted Area must first satisfy themselves that they are not subject to any local requirements that prohibit or restrict them from doing so and should inform themselves of, and observe, any applicable legal or regulatory requirements applicable in their jurisdiction. It is your responsibility to satisfy yourself as to full observance of any relevant laws and regulatory requirements. If you are not permitted to view materials on this website or are in any doubt as to whether you are permitted to view these materials, please do not seek access to the Restricted Area.
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Telefónica informs that Telefónica Deutschland has received final clearance from the European Commission for the acquisition of E-Plus.
Telefónica, S.A. informs that Vivendi, S.A. has agreed to grant exclusivity to Telefónica, S.A. and Telefónica Brasil, S.A, for negotiating, during a period of three months, the offer submitted for the acquisition of GVT.
Telefónica, S.A. informs that, regarding the acquisition of the company Global Village Telecom, S.A. (GVT), Telefónica, S.A. and Telefónica Brasil, S.A. have submitted to Vivendi, S.A. a new offer.
In relation to the news published today with regard to Mexico, Telefónica states that there is a negotiating process, not having reached any agreement in this regard.
Telefonica announce the final terms for the mandatory exchangeable bonds exchangeable into ordinary shares of Telecom Italia, upon conclusion of the bookbuilding process.
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If you are not a U.S., Australian, Canadian, South African or Japanese resident nor have U.S., Australian, Canadian, South African or Japanese nationality.
If you are not a U.S., Australian, Canadian or Japanese resident nor have U.S., Australian, Canadian or Japanese nationality
THE MATERIALS CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES (OR TO ANY U.S. PERSON) OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
MPORTANT INFORMATION
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Nothing in, or which can be downloaded from, the Restricted Area constitutes an offer to sell or an invitation or solicitation of any offer to purchase or subscribe for any securities in the United States or in any other jurisdiction where such offer is unlawful, nor shall any part of these materials form the basis of, or be relied upon in connection with, any contract or commitment whatsoever in any such jurisdiction.
You should not forward, transmit or show the information or documents contained in the Restricted Area to any person. In particular, you should not forward or transmit the information or documents contained therein to any person located in the United States or to any U.S. Persons (as defined in Regulation S under the Securities Act (as defined below) (“U.S. Person”)) or to any person located in any Excluded Jurisdiction (as defined below). Any securities offered will not be registered under the US Securities Act of 1933, as amended (the “Securities Act”) or under the applicable securities laws or regulations of any state or territory or other jurisdiction of the United States, and the issue of any securities offered will not be registered under the US Investment Company Act of 1940, as amended. The offering of the securities will not be made, directly or indirectly, in or into, Australia, Canada, South Africa or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction (each, an “Excluded Jurisdiction”). Accordingly, the information contained in this website is not being made available, and may not be, mailed, forwarded, or otherwise distributed or sent in, into or from Australia, Canada South Africa or Japan. The offering of the securities will not be made, directly or indirectly, in or into, Australia, Canada, South Africa or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction (each, an “Excluded Jurisdiction”). Accordingly, the information contained in this website is not being made available, and may not be, mailed, forwarded, or otherwise distributed or sent in, into or from Australia, Canada, South Africa or Japan. The information contained in the Restricted Area is only for the attention of persons outside of the United States and each of the Excluded Jurisdictions who (A) if in the European Economic Area, are persons who are “qualified investors” within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC and amendments thereto, including Directive 2010/73/EC to the extent implemented in the relevant member state of the European Economic Area, and includes any relevant implementing measure in each member state of the European Economic Area which has implemented the Prospectus Directive) (“Qualified Investors”); (B) if in the United Kingdom are persons (i) having professional experience in matters relating to investments so as to qualify them as “investment professionals” under Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”); or (ii) falling within Article 49(2)(a) to (d) of the Order; and/or (C) if in any other jurisdiction outside the United States and the Excluded Jurisdictions (i) are not U.S. Persons (as defined in Regulation S under the Securities Act) and (ii) are persons to whom it may otherwise lawfully be communicated (all such persons referred to in (A), (B) and (C) together being “Relevant Persons”). Any of the information included in, or which can be downloaded from, the Restricted Area is only directed at Relevant Persons. Solicitations resulting from any of the information included in, or which can be downloaded from, the Restricted Area will only be responded to if the person concerned is a Relevant Person. All persons who wish to view the Restricted Area must first satisfy themselves that they are not subject to any local requirements that prohibit or restrict them from doing so and should inform themselves of, and observe, any applicable legal or regulatory requirements applicable in their jurisdiction. It is your responsibility to satisfy yourself as to full observance of any relevant laws and regulatory requirements. If you are not permitted to view materials on this website or are in any doubt as to whether you are permitted to view these materials, please do not seek access to the Restricted Area.
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Telefonica has approved an issue of mandatory exchangeable bonds exchangeable into ordinary shares of Telecom Italia.
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If you are a U.S., Australian, Canadian or Japanese resident or have U.S., Australian, Canadian or Japanese nationality
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If you are not a U.S., Australian, Canadian, South African or Japanese resident nor have U.S., Australian, Canadian, South African or Japanese nationality.
If you are not a U.S., Australian, Canadian or Japanese resident nor have U.S., Australian, Canadian or Japanese nationality
THE MATERIALS CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES (OR TO ANY U.S. PERSON) OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
MPORTANT INFORMATION
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If you would like to view the Restricted Area, please read this notice carefully. This notice applies to all persons who view the Restricted Area and, depending on where you are located, may affect your rights or responsibilities. Telefónica, S.A. reserves the right to amend or update this notice at any time and you should, therefore, read it in full each time you visit the Restricted Area. In addition, the contents of the Restricted Area may be amended at any time in whole or in part at the sole discretion of Telefónica, S.A.
Nothing in, or which can be downloaded from, the Restricted Area constitutes an offer to sell or an invitation or solicitation of any offer to purchase or subscribe for any securities in the United States or in any other jurisdiction where such offer is unlawful, nor shall any part of these materials form the basis of, or be relied upon in connection with, any contract or commitment whatsoever in any such jurisdiction.
You should not forward, transmit or show the information or documents contained in the Restricted Area to any person. In particular, you should not forward or transmit the information or documents contained therein to any person located in the United States or to any U.S. Persons (as defined in Regulation S under the Securities Act (as defined below) (“U.S. Person”)) or to any person located in any Excluded Jurisdiction (as defined below). Any securities offered will not be registered under the US Securities Act of 1933, as amended (the “Securities Act”) or under the applicable securities laws or regulations of any state or territory or other jurisdiction of the United States, and the issue of any securities offered will not be registered under the US Investment Company Act of 1940, as amended. The offering of the securities will not be made, directly or indirectly, in or into, Australia, Canada, South Africa or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction (each, an “Excluded Jurisdiction”). Accordingly, the information contained in this website is not being made available, and may not be, mailed, forwarded, or otherwise distributed or sent in, into or from Australia, Canada South Africa or Japan. The offering of the securities will not be made, directly or indirectly, in or into, Australia, Canada, South Africa or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction (each, an “Excluded Jurisdiction”). Accordingly, the information contained in this website is not being made available, and may not be, mailed, forwarded, or otherwise distributed or sent in, into or from Australia, Canada, South Africa or Japan. The information contained in the Restricted Area is only for the attention of persons outside of the United States and each of the Excluded Jurisdictions who (A) if in the European Economic Area, are persons who are “qualified investors” within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC and amendments thereto, including Directive 2010/73/EC to the extent implemented in the relevant member state of the European Economic Area, and includes any relevant implementing measure in each member state of the European Economic Area which has implemented the Prospectus Directive) (“Qualified Investors”); (B) if in the United Kingdom are persons (i) having professional experience in matters relating to investments so as to qualify them as “investment professionals” under Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”); or (ii) falling within Article 49(2)(a) to (d) of the Order; and/or (C) if in any other jurisdiction outside the United States and the Excluded Jurisdictions (i) are not U.S. Persons (as defined in Regulation S under the Securities Act) and (ii) are persons to whom it may otherwise lawfully be communicated (all such persons referred to in (A), (B) and (C) together being “Relevant Persons”). Any of the information included in, or which can be downloaded from, the Restricted Area is only directed at Relevant Persons. Solicitations resulting from any of the information included in, or which can be downloaded from, the Restricted Area will only be responded to if the person concerned is a Relevant Person. All persons who wish to view the Restricted Area must first satisfy themselves that they are not subject to any local requirements that prohibit or restrict them from doing so and should inform themselves of, and observe, any applicable legal or regulatory requirements applicable in their jurisdiction. It is your responsibility to satisfy yourself as to full observance of any relevant laws and regulatory requirements. If you are not permitted to view materials on this website or are in any doubt as to whether you are permitted to view these materials, please do not seek access to the Restricted Area.
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Telefonica informs about the sale of its subsidiary, Telefónica Ireland, Ltd. to the Hutchison Whampoa Group.
In compliance with the Prospectus registered on July 15 1999, the debentures of the Issue will be redeemed in full on July 21, 2014, ISIN code number ES0278430956.
Telefónica hereby announces that it has reached an agreement with Mediaset S.p.A. to invest €100 m in the pay-TV business (Mediaset Premium) of Mediaset S.p.A. in Italy in exchange of an 11,11% stake in such business.
Telefónica de Contenidos, S.A.U. has formalized with Mediaset España Comunicación, S.A. (MEDIASET) an stock purchase agreement for the acquisition of 22% of the share capital of Distribuidora de Televisión Digital, SA (DTS) owned by MEDIASET.
Telefónica announces that in relation to the purchase agreement signed between PRISA and Telefónica de Contenidos, for the transfer of 56% of the share capital of DTS, the parties have agreed to extend until July 4, 2014, the period for the exercise by Mediaset of its pre-emption and tag along rights.
Telefónica announces that has submitted a binding offer for the acquisition of 22% of the share capital of Distribuidora de Televisión Digital, SA (DTS) owned by Mediaset España Comunicación, S.A. (MEDIASET) for an amount of EUR 295 million. This offer is subject to the fulfilment of the customary conditions in this type of transactions.
In relation to the Significant Event filed on May 6, 2014, (under registration number 204783), and after the due process of negotiation, Telefónica hereby informs that its subsidiary Telefónica de Contenidos, S.A.U. has today formalized a purchase agreement with Promotora de Informaciones, S. A. (PRISA) for all the shares of Distribuidora de Televisión Digital, S.A. (DTS) owned by PRISA, and representing 56% of the share capital of DTS. The finally agreed price amounts to 750 million euros, subject to customary adjustments at closing.
The Annual General Shareholders’ Meeting of TELEFÓNICA, S.A. held at second call today, May 30, 2014, with the attendance, present or represented, of shareholders holding shares representing 54.81 % of the share capital of the Company, has approved by a majority of votes all the resolutions submitted by the Board of Directors for deliberation and vote by the General Shareholders’ Meeting.
Today, TELEFÓNICA, S.A., through its wholly- owned subsidiary TELEFÓNICA EMISIONES, S.A.U., under its Guaranteed Euro Medium Term Note Programme (EMTN Programme) filed with the Financial Services Authority (FSA) in London on June 12th, 2013, has launched an issuance of Notes guaranteed by TELEFÓNICA, S.A. in the Euro market amounting to 1,250 million euros.
Telefónica announces that today has submitted a binding offer for the acquisition of 56% of the share capital of Distribuidora de Televisión Digital, S.A. (DTS), directly or indirectly owned by Promotora de Informaciones, S. A. (PRISA), for an amount of 725 million euro.
Regarding the issue of unsecured debentures of Telefónica subscribed for and paid on November 29, 2012 related to the purchase of preferred securities of Telefónica Finance USA LLC, Telefónica announces that pursuant its right to partially or fully redeem the Debentures at each interest payment date as provided for in the Securities Note approved and registered on the Spanish National Securities Market Commission on October 31, 2012, on May 29, 2014, it will carry out a total redemption of the 1,941,235 debentures issued of 300 euros nominal value each.
Further to the Significant Event released on April 11, 2014 (under registration number 203418) and pursuant to the resolution adopted by the Board of Directors, we hereby inform all shareholders that on May 7, 2014, the Company will pay an interim dividend from 2014 net income, of a fixed gross amount of 0.40 euro for each Company share issued, in circulation and carrying entitlement to this dividend.
The Board of Directors of TELEFÓNICA, S.A has resolved to call the Annual General Shareholders’ Meeting to be held in Madrid, at the Recinto Ferial de la Casa de Campo, Pabellón de Cristal, Avenida de Portugal, sin número, at 1:00 p.m. on May 30, 2014 on second call, in the event that the legally required quorum is not reached and therefore the Meeting cannot be held on the first call that is hereby called on May 29, 2014 at the same place and time.
Further to the Significant Event filed on February 27, 2014 (under registration number 200975), it is hereby announced that it is the Company´s intention to carry out the payment of the next cash dividend amounting to 0.40 euros per share on May 7, 2014. The adoption of the corresponding corporate resolutions will be proposed in due course.
Further to the significant event filed on March 24, 2014 (registered under number 202426) it is hereby announced that on the date hereof the two issuances of Undated Deeply Subordinated Reset Rate Guaranteed Securities of TELEFÓNICA EUROPE B.V., with the subordinated guarantee of TELEFÓNICA, S.A., have been issued and paid-up, with a face value of 750 million euros in the case of the 6 Year Non-Call Securities and 1,000 million euros in the case of the 10 Year Non-Call Securities.
Issuance of Undated Deeply Subordinated Reset Rate Guaranteed Securities of TELEFÓNICA EUROPE B.V., with the subordinated guarantee of TELEFÓNICA, S.A., 750 million euros in the case of the 6 Year Non-Call Securities and 1,000 million euros in the case of the 10 Year Non-Call Securities.
In relation to the Significant Event filed by Promotora de Informaciones, S.A. (Prisa) on February 25th, 2014, Telefónica hereby informs that, in relation with the call option granted until next March 12th, 2014 to Telefónica de Contenidos, S.A.U. and to Mediaset España Comunicación, S.A. regarding the stake held by Prisa in Distribuidora de Televisión Digital, S.A. (DTS), Telefónica has taken no decision as of today.
The Board of Directors of Telefónica has agreed, regarding the 2014 dividend, to determine the amount thereof at 0.75 euros per share, payable in two tranches: – 0.35 euro per share by means of a “scrip dividend” in the fourth quarter of 2014. – 0.40 euro per share in cash in the second quarter of 2015.
Yesterday, Telefónica executed a syndicated facility agreement (“Facility Agreement”) with several domestic and international financial entities in an aggregate amount up to three thousand (3,000) million euro. This Facility Agreement is a five-year one single tranche revolving credit facility, in an aggregate amount up to three thousand (3,000) million euro.
Following the Significant Event published on November 5th, 2013, (under registration number 194845) in relation to the agreement reached between Telefónica S.A. (hereinafter Telefónica) and PPF Group N.V., for the sale by Telefónica of a 65.9% stake of Telefónica Czech Republic, a.s., Telefónica announces that after obtaining the relevant regulatory approval the transaction has been completed.
Following the request for public information made on January 3rd, 2014 by the Italian Stock Market Regulator – CONSOB – and according to such request, Telefónica includes herein below a free translation of its full content.
