16 May 2019 07:30
CABLEVISION HOLDING S.A.
Cablevisión Holding Responds Shareholder Information Request
On 15 May 2019, Cablevisión Holding S.A. (the "Company") informed the Argentine Securities Commission and the Buenos Aires Stock Exchange that it had exchanged notes with a shareholder in connection with the agenda of the Extraordinary Shareholders' Meeting to be held on 31 May 2019.
Attached as Exhibit A is a free translation of the Company's response.
Enquiries:
Mr. Agustín Medina Manson
Head of Investor Relations
Ms. Valentina López
Sr. Analyst of Investor Relations
www.cvh.com.ar
Email: ir@cvh.com.ar
Tel: (+54 11) 4309 - 3417
EXHIBIT A
FREE TRANSLATION
[Note: The English translation includes, in italics and square brackets, the request made by the shareholder to the Company or the point of the agenda to which a given response corresponds, which do not appear in the Spanish language version of the response.]
Buenos Aires, 15 May 2019
To the Shareholder of
Cablevisión Holding S.A.
National Social Security Administration (ANSES)
Fondo de Garantía de Sustentabilidad
By Hand
Attn: Coordinator of Corporate Affairs, Mr. Ignacio Álvarez Pizzo
Dear Sir,
I, Agustín Medina Manson, in my capacity as Person in Charge of Relations with the Market of Cablevisión Holding S.A. (hereinafter, interchangeably, the "Company" or "CVH") hereby address you in response to your request for information, issued by note dated 9 May 2019.
Pursuant to the General Companies Law No. 19,550, we hereby respond to your request as follows:
a. (Point 2) [Consideration of the application of the Company's Retained Earnings as of 31 December 2018, (Ps. 58,339 million). The Board of Directors proposes that such amount be allocated as follows, provided that the Shareholders shall decide the determination of the distributable amounts pursuant to CNV Resolution 777/18: i) to increase the Legal Reserve-an amount that shall not be lower than 5% of the results of the year and the adjustments up to 20% of the company's registered equity plus the balance of the equity adjustment account-Ps. 688 million; ii) increase the Optional Reserve to meet financial obligations, Ps. 9,614 million; iii) increase the Reserve for Illiquid Results, Ps.48,037 million. In addition, the Board proposes to the Shareholders that they disaffect in full the Optional Reserve for Future Dividends, the Optional Reserve to guarantee the liquidity of the Company and its subsidiaries and the Reserve for financial assistance to subsidiaries and the media law, and that such amounts be reassigned to the Optional Reserve for Illiquid Results.
[Even though the proposal to be considered is expressed in this point, we ask that you confirm that it is the same one that was duly informed by means of a note published in the Financial Information Highway [AIF] of the Argentine Securities Commission on 15 April 2019 under ID 4-261134-D.]
[Finally, we ask that you inform if the distribution of earnings shall be treated in the currency of the date of the shareholders' meeting by using the price index corresponding to the month preceding the meeting, pursuant to CNV Resolution No. 777/2018.]
Per hereby inform that the proposal of the Board of Directors expressed under the point of the agenda of the Extraordinary Shareholders' Meeting called, in fulfilment of the request of the shareholders, for 31 May 2019, shall be the same that was explained on the note uploaded onto the AIF on 15 April 2019.
Without prejudice to the above, we hereby state for the record that pursuant to Res. 777/18, the Board of Directors proceeded to update, as of the date of the Shareholders' Meeting of 25 April 2019, the amount of the earnings that it proposed to allocate to the integration of reserves that had been previously created and indicated in the point of the agenda, all according to the price index of the month of March 2019 (month preceding the Shareholders' Meeting of 25 April 2019). The updated amount of the earnings was expressed by the President at such Shareholders' Meeting.
Finally, pursuant to the abovementioned Resolution 777/18 the Company will proceed to update the amounts on the earnings by which it proposes to integrate the reserves that have been previously created, according to the price index of the month preceding the Extraordinary Shareholders' Meeting called for May 31, 2019, if [such index] has been published by such date.
Finally, we state for the record that this response, together with your request, shall be made available to the general public through AIF and the Buenos Aires Stock Exchange.
We are at your disposal to make any clarifications that you may deem relevant.
Sincerely,
/s/ Agustín Medina Manson
Representative of Relations with the Market