Telekom Austria AG

EANS-Voting Rights: Telekom Austria AG
Publication of an Announcement after art. 93 BörseG with the objective of Europe-web publication

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  Notification of voting rights transmitted by euro adhoc. The issuer is
  responsible for the content of this announcement.
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Release according to article 93 BörseG with the aim of a Europe-wide
distribution

Person/company obliged to make the notification:
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Name:    America Movil, S.A.B de C.V.
Place:   Lago Zurich 245, Plaza Carso/Edificio Telco, Piso 16, Colonia Granada
Ampliación, 11529, México, D.F.
State:   México


Announcement According to § 91ff Austrian Stock Exchange Act

Vienna, 16 January 2014: Today the Telekom Austria Group (VSE: TKA, OTC US:
TKAGY) was informed by Schönherr Rechtsanwälte GmbH that Carso Telecom B.V.
(formerly known as AMOV Europa B.V.), which is indirectly controlled by América
Móvil, S.A.B. de C.V., has concluded a conditional purchase agreement with
Inmobiliaria Carso, S.A. de C.V. and Control Empresarial de Capitales, S.A. de
C.V. to acquire a total of 13,901,000 shares of Telekom Austria AG corresponding
to 3.14% of total shares outstanding. The shareholdings of Inmobiliaria Carso,
S.A. de C.V. and Control Empresarial de Capitales, S.A. de C.V. were published
in a threshold announcement on 15 June 2012.

Schönherr Rechtsanwälte GmbH represents América Móvil, S.A.B. de C.V. (Lago
Zurich 245, Plaza Carso/Edificio Telco, Piso 16, Colonia Granada Ampliación,
11529, México, D.F., México), Sercotel, S.A. de C.V. (Lago Zurich 245, Plaza
Carso/Edificio Telco, Piso 16, Colonia Granada Ampliación, 11529, México, D.F.,
México) and Carso Telecom B.V. (Prins Bernhardplein, 1097 JB, Amsterdam,
Netherlands), who are hereinafter called "the clients". The announcement by
Schönherr Rechtsanwälte GmbH is as follows:

"On behalf of our clients we notify you in accordance with sec 91a Austrian
Stock Exchange Act ("SEA") about a change in major shareholdings in Telekom
Austria Aktiengesellschaft (ISIN: AT0000720008), Lassallestrasse 9, 1020 Vienna
("Telekom Austria AG" or "Issuer"):

Carso Telecom B.V. (f.k.a. AMOV Europa B.V.) is a company established under
Dutch Law which is via Sercotel controlled by América Móvil as defined in sec
92 no 4 SEA: Sercotel is a wholly-owned subsidiary of América Móvil and
Sercotel holds 100 % of the shares in Carso Telecom.

Hitherto América Móvil directly held 7,935,700 shares with voting rights issued
by Telekom Austria AG corresponding to 1.7914 % of the voting rights in the
issuer as well as indirectly via Carso Telecom 96,940,174 shares with voting
rights issued by Telekom Austria AG corresponding to 21.8827 % of the voting
rights in the issuer. Therefore, América Móvil directly and indirectly hitherto
held a total of 104,875,874 shares with voting rights issued by Telekom Austria
AG corresponding to 23.674 % of the voting rights in the issuer.

According to guidance by the Financial Market Authority, the signing of an
agreement for the purchase of shares that is subject to the occurrence of a
condition precedent triggers the obligation for a notification of changes in
major shareholdings according to sec 91a para 1 SEA; further, independent and
separate disclosures must be made in relation to voting rights (pursuant to
Sections 91 and 92 SEA) and financial instruments (pursuant to Section 91a SEA),
resulting in two different lines of disclosures (see 2.3.2 and 2.3.6 of the
Circular of the Financial Market Authority dated 19 June 2013 regarding
disclosure and publication obligations of issuers (the "Issuers' Circular")). In
addition, Section 91a para 7 SEA provides that voting rights pursuant to
Sections 91 and 92 SEA and financial instruments pursuant to Section 91a SEA
need to be aggregated.

The Austrian Takeover Commission has taken the view that Carso Telecom and the
Sellers (as defined below) could fall within the scope of Art 1 No 6 of the
Austrian Takeover Act. In order to address certain potential consequences,
Sellers intend to sell their 13,901,000 shares with voting rights issued by
Telekom Austria AG corresponding to 3.1379 % of the voting rights in the Issuer
and Carso Telecom intends to purchase these 13,901,000 shares.

Therefore, Carso Telecom concluded a conditional share purchase agreement (sec
91a para 1 SEA) with Inmobiliaria Carso, S.A. de C.V. and Control Empresarial
de Capitales, S.A. de C.V. (the "Sellers") on 14.01.2014 to acquire a total of
13,901,000 shares with voting rights issued by Telekom Austria AG corresponding
to 3.1379 % of the voting rights in the Issuer. Upon fulfillment of all
conditions precedent Carso Telecom will acquire 13,901,000 shares with voting
rights issued by Telekom Austria AG from Inmobiliaria Carso, S.A. de C.V. and
Control Empresarial de Capitales, S.A. de C.V. Inmobiliaria Carso, S.A. de C.V.
and Control Empresarial de Capitales, S.A. de C.V. have sold all their shares in
Telekom Austria AG to Carso Telecom and they do not hold directly  or indirectly
any further shares in Telekom Austria AG after this transaction has been closed.
The conditional share purchase agreement is another comparable (derivative)
instrument within the meaning of Section 91a para 1 no 1 SEA (see 2.3.6 of the
Issuers' Circular) and the obligation pursuant to Section 91a para 7 SEA to
aggregate all voting rights within the meaning of Sections 91 to 92 BörseG
results in a total of voting rights pursuant to Sections 91 and 92 BörseG and
financial instruments pursuant to Section 91a BörseG attributable to Carso
Telecom and América Móvil:

Carso Telecom aggregated 110,841,174 / 25.0206 %, according to sec 91 SEA
96,940,174 / 21.8827 % and according to sec 91a SEA 13,901,000 / 3.1379 %;

América Móvil aggregated 118.776.874 / 26.8119 %, according to sec 91, 92
BörseG 104,875,874 / 23.674 % and according to sec 91a BörseG 13,901,000 /
3.1379%.

After the effectiveness of such acquisition Carso Telekom will hold 110,841,174
shares with voting rights issued by Telekom Austria AG corresponding to 25.0206
% of the voting rights in the lssuer and thus will cross the 25% threshold of
voting rights in the Issuer; América Móvil will directly (sec 91 para 1 SEA) and
indirectly (sec 92 no 4 SEA) hold 118,776,874 shares with voting rights issued
by Telekom Austria AG corresponding to 26.8119 % of the voting rights in the
Issuer and thus will cross the 25% threshold of voting rights in the Issuer."




Contact:
Matthias Stieber
Director Investor Relations
Telekom Austria Group
Phone: +43 (0) 50 664 39126
E-mail: matthias.stieber@telekomaustria.com



Disclaimer for forward-looking statements: 
This document contains forward-looking statements. These forward-looking
statements are usually accompanied by words such as "believe", "intend",
"anticipate", "plan", "expect" and similar expressions. Actual events may differ
materially from those anticipated in these forward-looking statements as a
result of a number of factors. Forward-looking statements involve inherent risks
and uncertainties. A number of important factors could cause actual results or
outcomes to differ materially from those expressed in any forward-looking
statement. Neither Telekom Austria nor any other person accepts any liability
for any such forward-looking statements. Telekom Austria will not update these
forward-looking statements, whether due to changed factual circumstances,
changes in assumptions or expectations. This report does not constitute a
recommendation or invitation to purchase or sell securities of Telekom Austria.



Further inquiry note:
Matthias Stieber
Director Investor Relations
Tel.: +43 (0) 50 664 39126
mailto: matthias.stieber@telekomaustria.com

end of announcement                               euro adhoc 
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issuer:      Telekom Austria AG
             Lassallestrasse 9
             A-1020 Wien
mail:     investor.relations@telekomaustria.com
WWW:      www.telekomaustria.com/ir
sector:      Telecommunications
ISIN:        AT0000720008
indexes:     WBI, ATX Prime, ATX
stockmarkets: official market: Wien 
language:   English
 

Original-Content von: Telekom Austria AG, übermittelt durch news aktuell

Weitere Meldungen: Telekom Austria AG

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