Pursuant to Rule 13a-16 or 15d-16 of the
04719-002 - São Paulo-SP
Federative Republic of Brazil
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes _______ No ___X____ If "Yes" is marked, indicate below the file number assigned to the Registrant
in connection with Rule 12g3-2(b):82-___
MATERIAL FACT
Net Serviços de Comunicação S.A. (“NET”) hereby informs its shareholders, the market and other stakeholders, pursuant to paragraph 4 of article 157 of Law 6404/76 and CVM Instruction 358/02, of the following:
a) NET will make an extraordinary payment of fifty-eight thousand (58,000) outstanding debentures, of the 6th simple debenture issue, pursuant to Clause 4.13 of the Deed of NET’s 6th Public Issue of Simple, Non-convertible, Unsecured Debentures, in a Single Series, with no Preemptive Rights, executed on December 1, 2006, and amended on December 18, 2006 and September 23, 2009 (“Deed”).The extraordinary payment of one hundred percent (100%) of the nominal unit value of the outstanding debentures will be made on May 18, 2012, totaling five hundred and eighty million (580,000,000.00) reais, plus (i) the remuneration, calculatedpro rata temporis, from the Issue Date to the amortization date;and (ii) a premium of one million, ninety thousand, nine hundred and sixty-four reais and twenty-four centavos (R$1,090,964.24), pursuant to the Deed Clause 4.13.2;
b) NET will pre-pay the Bank Credit Certificate (CCB) held by its subsidiary Net São Paulo Ltda. at Banco Itaú BBA S.A., in the principal amount of one hundred and twenty million reais (R$120,000,000.00); and
c) NET entered into a loan agreement with América Móvil S.A.B. de C.V. of six hundred and eighty million reais (R$680,000,000.00), maturing in five (5) years, remunerated at the CDI rate + 1.08% p.a., to settle the debts mentioned above.
São Paulo, May 9, 2012
José Antônio Guaraldi Félix
CEO and Investor Relations Officer
NET SERVIÇOS DE COMUNICAÇÃO S.A.
1 |
NET SERVIÇOS DE COMUNICAÇÃO S.A. | ||
By: | /S/ José Antonio Guaraldi Félix | |
José Antonio Guaraldi Félix CEO |
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.