8 Mar 2017 13:21
GRUPO CLARIN S.A.
Argentine Communications Entity Approves Nextel Refarming Project
On 7 March 2017, Grupo Clarín S.A. (the "Company") informed the Argentine Securities Commission and the Buenos Aires Stock Exchange that the Argentine National Communications Entity (ENACOM) had issued Resolution No. 1299/ENACOM/2017, whereby that agency approved the project for Refarming with Economic Compensation and Shared Use of Frequency presented by Nextel Comunications Argentina SRL ("Nextel"), a subsidiary of the Company's subsidiary Cablevisión S.A., whereby Nextel will render Advanced Mobile Communication Services (SCMA, for its Spanish acronym) on certain frequencies.
Attached as Exhibit A is a free English language translation of Resolution No. 1299/ENACOM/2017. The exhibits to Resolution No. 1299/ENACOM/2017, which list the spectrum frequencies that must be returned by Nextel and the coverage obligations of Nextel, are available on the Company's website (http://www.grupoclarin.com/en/) under "Investors" - "Corporate Information" - "Press Releases" - " 03-07-2017 NEXTEL Spectrum Refarming".
Enquiries:
In Buenos Aires:
Agustín Medina Manson / Patricio Gentile
Grupo Clarín
Tel: +5411 4309 7215
Email: investors@grupoclarin.com
In London:
Alex Money
Jasford IR
Tel: +44 20 3289 5300
Email: alexm@jasford.com
In New York:
Melanie Carpenter
I-advize Corporate Communications
Tel: +1 212 406 3692
Email: clarin@i-advize.com
EXHIBIT A
FREE TRANSLATION
Republic of Argentina - National Executive Branch
Resolution
Number: RESOL-2017-1299-APN-ENACOM#MCO
CITY OF BUENOS AIRES
Monday 6 March 2017
Reference: EXPENACOM 2392/2017 - Minutes No. 17
Decree 1340/2016
Basic Rules. Implementation
Buenos Aires, 30/12/2016
Having seen File No. 2392/2017 of the registry of this NATIONAL COMMUNICATIONS ENTITY, Law No. 27,078, Decree No. 764 of 3 September 2000, Decree No. 267 of 29 December 2015, Decree No. 798 of 21 June 2016, Decree No. 1340 of 30 December 2016, Resolution No. 171-E of the MINISTRY OF COMMUNICATIONS of 30 January 2017, Resolutions No. 1,033 and 1,034, both of 17 February 2017 of the NATIONAL COMMUNICATIONS ENTITY, Resolution No. 37 of 4 July 2014, issued by the COMMUNICATIONS SECRETARIAT, then under the MINISTRY OF FEDERAL PLANNING, PUBLIC INVESTMENT AND SERVICES, and
WHEREAS
[Recitals intentionally omitted]
THEREFORE
THE BOARD OF DIRECTORS OF THE NATIONAL COMMUNICATIONS ENTITY
RESOLVES:
ARTICLE 1º - The Project for Refarming with Economic Compensation and Shared Use of Frequencies is hereby approved with respect to NEXTEL COMMUNICATIONS ARGENTINA SOCIEDAD DE RESPONSABILIDAD LIMITADA (CUIT 30-67877531-9) to render SCMA Services on the frequencies established to that end under Resolutions No. 1,033-E and 1,034-E, both dated as of 17 February 2017.
ARTICLE 2º - Let the ADVANCED MOBILE COMMUNICATIONS SERVICE (SCMA) be registered under the name of NEXTEL COMMUNICATIONS ARGENTINA SOCIEDAD DE RESPONSABILIDAD LIMITADA (CUIT 30-67877531-9), hereinafter NEXTEL, in the Service Registry set forth under Subsection 5.4 of Section 5º of Exhibit I of Decree No. 764 of 3 September 2000.
ARTICLE 3º - Let NEXTEL be authorised to use the frequencies between 905 and 915 MHz and 960 MHz, pursuant with ENACOM Resolution No. 1,033-E/2017, for the rendering of SCMA Services, in the localities and zones described in the Project that is hereby approved.
ARTICLE 4º - Let NEXTEL be authorised to use Channels 7 to 10 and the corresponding Channels 7' to 10' under the FDD mode, set forth in the EXHIBIT to Resolution No. 1,034-E/2017, for the rendering of SCMA Services, in the localities and zones described in the Project that is hereby approved.
ARTICLE 5º - Let NEXTEL be authorised to use the frequencies between 2550 MHz to 2560 MHz and 2670 MHz to 2680 MHz exclusively for the purpose of migrating users of pre-existing services to such frequencies, for a term of TWO (2) years, during which term NEXTEL shall additionally resolve the final destination of such users.
ARTICLE 6º - Upon the latter of completion of the migration or expiration of the term of TWO (2) years, NEXTEL shall be entitled to use channels 11 and 12 and the corresponding channels 11' and 12' under the FDD mode, set forth in the EXHIBIT to Resolution No. 1,034-E/2017, for the rendering of SCMA Services, in the localities and zones described in the Project that is hereby approved.
ARTICLE 7º - It is hereby established that, prior to initiating the rendering of the SCMA service, NEXTEL shall return the radioelectric spectrum in the localities and zones detailed in the relevant part of Exhibit VII to the Project and reproduced in Exhibit IF-2017-03075371-APN-DNCYF#ENACOM hereof, and create guarantee issued in favour of and satisfactory to ENACOM for an amount equal to the value of the radioelectric spectrum that is subject to return, under the terms and conditions that will be set forth in the contract referred to under Article 13 hereof.
ARTICLE 8º - Let the following Unit Reference Values (URV) be set, pursuant to Article 7º of MINCOM Resolution No. 171-E/2017, for the radioelectric spectrum in the following bands involved in the Project that is hereby approved:
i. 900 MHz Band = 0.1841 [United States dollars/MHz/inhabitant]
ii. 2600 MHz Band = 0.0423 [United States dollars/MHz/inhabitant]
ARTICLE 9º - Let the Reference Value (RV) for the frequencies involved in the Project that is hereby approved in the FDD mode be set at UNITED STATES DOLLARS ONE HUNDRED SEVENTY EIGHT MILLION FOUR HUNDRED NINETEEN THOUSAND THREE HUNDRED NINETY SEVEN (U$D 178,419,397.-), calculated pursuant to Article 7º of MINCOM Resolution No. 171-E/2017, based on the URV set in the preceding article.
ARTICLE 10. - Let the localities and zones indicated under EXHIBIT IF-2017-03077122-APN-DNCYF#ENACOM that is a part of this Resolution, be established as Coverage Obligations of NEXTEL, subject to availability of access to the Federal Fiber Optics Network of ARSAT in each such localities and zones. If as of the expected date of deployment such access is not available or is insufficien, ENACOM shall replace such localities or zones with others, respecting the topology of the deployed networks, taking into account characteristics such as low revenues from sales to users (ARPU), high exploitation costs and zones that are far frpm the main centres of commercial activity in the country, among others.
ARTICLE 11. - The following discount and weighing factors are hereby established, which shall be calculated based on Article 7º of MINCOM Resolution No. 171-E/2017, and which in detail shall be used in order to determine the amount of the Economic Compensation that will be part of the contract referred to under Article 13 hereof.
11.1) Discounts
i. The amount that is equivalent to the frequencies of the radioelectric spectrum that are set to be returned under Article 7º hereof, and the value of which shall be calculated based on the VUR set under Article 8º hereof, as applicable.
ii. The amount that corresponds to the valorisation of the Coverage Obligations imposed under Article 10 hereof.
11.2) Weighing Factors
i. The speed of deployment of the networks and services calculated as from the amount of investment of the first FIVE (5) years, with respect to the whole of the Project approved hereby.
ii. The speed of deployment of the Coverage Obligations imposed pursuant to Article 10 hereof.
ARTICLE 12. - Let NEXTEL guarantee the obligations and responsibilities that it may assume, by means of the creation of a compliance guarantee issued in favour and to the satisfaction of the ENACOM, for the amount and under the terms that shall be set forth in the contract referred to under Article 13 hereof.
ARTICLE 13. - The power to execute, within a term of FIFTEEN (15) business days counted from the publication hereof, the agreement that shall specify the terms, conditions, goals, obligations and other matters inherent to the rendering of the SCMA Services that are hereby approved, which contract shall be binding on NEXTEL pursuant to the specific guidelines provided hereunder.
ARTICLE 14. - [Let this Resolution be] communicated, published, sent to the NATIONAL DIRECTION OF OFFICIAL REGISTRY and filed.
Miguel Angel de Godoy
President
National Communications Entity