SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private
Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of
1934
For the month of August 2008
Commission File Number
1-14493
VIVO PARTICIPAÇÕES S.A.
(Exact name of registrant as specified
in its charter)
VIVO Holding Company
(Translation of Registrant's name into
English)
Av. Roque Petroni Jr., no.1464,
6th
floor – part, "B"building
04707-000 - São Paulo, SP
Federative Republic of Brazil
(Address of principal executive
office)
(Indicate by check mark whether the
registrant files or will file annual reports under cover of Form 20-F or Form
40-F.)
Form
20-F: ý
Form 40-F:
o
(Indicate by check mark if the
registrant is submitting
the Form 6-K in paper as permitted by Regulation S-T Rule
101(b)(1)):
Yes: o
No: ý
(Indicate by check mark if the
registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(7)):
Yes: o
No: ý
(Indicate
by check mark whether the registrant by furnishing the information contained in
this Form, the Registrant is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
Yes: o No: ý
 |
 |
VIVO
PARTICIPAÇÕES S.A.
Publicly-held
company
CNPJ MF
02.558.074/0001-73 - NIRE 35.3.0015879-2
TCO IP
S.A.
Closely-held
company
CNPJ MF
04.225.487/0001-61 - NIRE 35.3.0035721-3
TELEMIG
CELULAR PARTICIPAÇÕES S.A.
Publicly-held
company
CNPJ MF
02.558.118/0001-65 - NIRE 31.300.025.357
TELEMIG
CELULAR S.A.
Publicly-held
company
CNPJ MF
02.320.739/0001-06 NIRE 31.300.012.999
NOTICE
OF MATERIAL FACT
RESULTS
OF THE PUBLIC TENDER OFFER FOR ACQUISITION OF COMMON SHARES
(MTOs
– acquisition of control - TELEMIG CELULAR PARTICIPAÇÕES S.A. and
TELEMIG CELULAR S.A.)
Vivo
Participações S.A. (“Vivo Part”), acquirer of the shareholding control of
Telemig Celular Participações S.A. (“Telemig Participações”) and of Telemig
Celular S.A. (“Telemig Celular”), jointly with TCO IP S.A. (“TCO-IP”) as the
Offeror, announces in compliance
with Instruction CVM 358/2002, the results of the auctions ("Auctions")
held on August 15, 2008 in connection with the offers to purchase all of the
outstanding common shares of Telemig Participações and Telemig Celular that were made in accordance with the
corresponding Mandatory Tender Offers in compliance with article
254-A of Law 6,404/76 (“MTOs”), both registered with CVM on July 10, 2008
(registration number CVM RJ-2008-03414 to Telemig Participações and CVM
RJ-2008-03460 to Telemig Celular), which Notice was published on July 15, 2008
by TCO-IP as the Offeror.
|
telemig
celular participações s.a.
|
|||
|
Negotiation
Code
|
Amount
of Shares acquired by the Offeror
|
%
of Common Share’s Capital
|
Total
Amount
(R$)
|
|
TMCP3L
|
5,803,171
|
43.095%
|
732,650,338.75
|
|
telemig
celular s.a.
|
|||
|
Negotiation
Code
|
Amount
of Shares acquired by the Offeror
|
%
of Common Share’s Capital
|
Total
Amount
(R$)
|
|
TMGC3L
|
78,110
|
8.764%
|
171,246,020.70
|
Therefore,
after the financial settlement of the auctions, on August 20, 2008, the
ownership of the shares representing the voting capital and the total capital
stock of each of the companies Telemig Participações and Telemig Celular,
considering the results of the VTOs for the acquisition of preferred
shares, as announced on May 15, 2008, after the MTO Auctions is as
follows:
|
Telemig
Celular Participações S.A.
|
||||||
|
Company
|
Amount
of Common Shares
|
%
Common
shares
|
amount
of Preferred Shares
|
%
Preferred shares
|
Total
Amount of Shares
|
%
total
|
|
Vivo
Part.
|
7,258,108
|
53.899%
|
969,932
|
4.265%
|
8,228,040
|
22.725%
|
|
TCO
IP
|
5,803,171
|
43.095%
|
7,257,020
|
31.912%
|
13,060,191
|
36.071%
|
|
Shares
Outstanding
|
404,780
|
3.006%
|
14,514,050
|
63.823%
|
14,918,830
|
41.204%
|
|
Total
|
13,466,059
|
100%
|
22,741,002
|
100%
|
36,207,061
|
100%
|
|
Telemig
Celular S.A.
|
||||||
|
Company
|
Amount
of Common Shares
|
%
Common shares
|
amount
of Preferred Shares
|
%
Preferred shares
|
Total
Amount of Shares
|
%
total
|
|
Telemig
Part.
|
794,764
|
89.175%
|
1,180,078
|
79.685%
|
1,974,842
|
83,250%
|
|
TCO
IP
|
78,110
|
8.764%
|
93,421
|
6.308%
|
171,531
|
7.231%
|
|
Shares
Outstanding
|
18,367
|
2.061%
|
207,436
|
14.007%
|
225,803
|
9.519%
|
|
Total
|
891,241
|
100%
|
1,480,935
|
100%
|
2,372,176
|
100%
|
São Paulo,
August 20, 2008.
Ernesto
Gardelliano
Investor
Relations Officer
Vivo
Participações S.A.
TCO IP
S.A.
Roberto
Oliveira de Lima
Investor
Relations Officer
Telemig
Celular Participações S.A.
Telemig
Celular S.A.
SIGNATURE
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Date: August 20, 2008
VIVO PARTICIPAÇÕES S.A.
|
By:
|
/s/ Ernesto
Gardelliano
|
|
|
Ernesto
Gardelliano
Investor Relations
Officer
|
FORWARD-LOOKING STATEMENTS
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.