17 Dec 2009 10:00
17 December 2009
GRUPO CLARIN S.A.
Cablevisión S.A. issues Statement re
Argentine Secretary of Domestic Trade Resolution No. 1011/09
On 16 December 2009, Grupo Clarín S.A. (the "Company") informed the Argentine Securities Commission ("CNV") that its subsidiary Cablevisión S.A. had issued a statement in connection with Resolution 1011/09 of the Argentine Secretary of Domestic Trade, dated as of 14 December 2009.
Attached hereto are free translations of the statement issued by Cablevisión S.A. and the relevant sections of Resolution 1011/09.
Enquiries:
In Buenos Aires:
Alfredo Marín/
M. Julia Díaz Ardaya/Alejandro Yu
Grupo Clarín
Email: investors@grupoclarin.com
In London:
Alex Money/Lorna Ellen
Temple Bar Advisory
Tel: +44 20 7002 1080
Email: clarin@templebaradvisory.com
In New York:
Melanie Carpenter/Peter Majeski
I-advize Corporate Communications
Tel: +1 212 406 3692
Email: clarin@i-advize.com
FREE TRANSLATION
MINISTRY OF ECONOMY AND PUBLIC FINANCES - SECRETARIAT OF DOMESTIC TRADE
RESOLUTION NO. 1011 (Dated as 14 December 2009)
[Recitals intentionally omitted]
"THE SECRETARY OF DOMESTIC TRADE HEREBY DECIDES:
ARTICLE 1º.- To deem unfulfilled the undertakings accepted under Article 1º of Resolution No. 257, dated as of 7 December 2007, issued by the SECRETARIAT OF DOMESTIC TRADE of the former MINISTRY OF ECONOMY AND PRODUCTION following Opinion No. 637/07 of the NATIONAL ANTITRUST COMMISSION, a decentralized agency within the orbit of the SECRETARIAT OF DOMESTIC TRADE of the former MINISTRY OF ECONOMY AND PRODUCTION. Such opinion is an integral part of such Resolution, and is attached thereto under pages 2793 to 2915.
ARTICLE 2º.- To declare the cancellation of the effects of the authorization granted under Article 2º of SCI Resolution No. 257/07 for the reasons stated under Article 1º hereof.
ARTICLE 3º.- To inform the following companies: GRUPO CLARÍN S.A.; VISTONE, LLC; FINTECH ADVISORY, INC.; FINTECH MEDIA, LLC; VLG ARGENTINA, LLC; CABLEVISIÓN S.A.; MULTICANAL S.A.; AMI CV HOLDINGS, LLC; AMI CABLE HOLDINGS LTD.; HMTF LA TELEDIGITAL CABLE PARTNERS L.P. that within the next SIXTY (60) days, the [National Antitrust Commission] will establish the mechanisms to implement Articles 1º and 2º hereof, in protection of the general economic interest.
ARTICLE 4º.- To suspend the procedural term set forth under Section 13 of Law No. 25,156 as from the date hereof and until the [National Antitrust Commission] shall issue its resolution pursuant to Articles 1º, 2º and 3º hereof, all in accordance with Section 24 i) of such Law.
ARTICLE 5º.- To deem Opinion No. 770, dated as of 14 December 2009, issued by the NATIONAL ANTITRUST COMMISSION, as an integral part hereof and add its ONE HUNDRED AND EIGHTY THREE (183) pages as an Attachment hereto.
ARTICLE 6º.- Let this Resolution be registered and notified.
RESOLUTION SCI NO. 1011.
SIGNED BY: Lic. Mario Guillermo Moreno - Secretary of Domestic Trade - Ministry of Economy and Public Finances.
NEW AND ILLEGITIMATE ABUSIVE ACTION
AGAINST CABLEVISIÓN BY THE SECRETARY OF DOMESTIC TRADE
Less than 24 hours after having received a document of more than 1,000 pages evidencing that Cablevisión S.A. ("Cablevisión") had surpassed the investment undertakings of December 2007, Guillermo Moreno, the Secretary of Domestic Trade, issued a resolution with the intention of suspending the approval of the acquisition of Cablevisión granted by the Argentine Antitrust Commission.
Cablevisión considers that such resolution is illegitimate, since its purpose is to revise a final, unanimous approval granted by the same Secretariat pursuant to Section 13 a) of the Argentine Antitrust Law, i.e. an unconditional approval.
It is also abusive and arbitrary, because it reveals a clear pre-judgment about the company's fulfilment of its voluntary undertakings. Such fulfilment was informed by Cablevisión on 11 December in a document signed by independent parties, including reputed antitrust specialists and international auditing firms that covered accounting and technological aspects of the document.
But on Monday 14 December, without sufficient time to have processed such information and setting aside a number of procedural administrative steps to complete the audit ordered by the same Secretary three months before, Mr. Moreno hurriedly issued Resolution 1011 (the "Resolution"), which was notified to the company today. And what is yet more serious, the company was not allowed an opportunity to file any objections to such Resolution.
Cablevisión believes this is an eminently political decision, inscribed within the framework of a systematic campaign of abuse against the company by various government agencies. It is part of escalating official and para-official attacks against Grupo Clarín and other media, of which Mr. Moreno is a main actor.
The Resolution is also part of the offensive that the Secretariat of Domestic Trade launched against Cablevisión in September, in spite of the fact that the company had been consistently complying with all of such agency's requests. In particular, the company filed quarterly reports on the progress in the fulfilment of its undertakings. The Secretariat never issued any comment, let alone any objection, to such reports, a fact that adds to the evident arbitrariness of yesterday's Resolution.
Cablevisión will immediately resort to all necessary instances to request that the Resolution be declared null and void.
Buenos Aires, 15 December 2009.