UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Compañía Anónima Nacional Teléfonos De Venezuela (CANTV) (the “Issuer”)
(Name of Issuer)
Class D Common Shares
Nominal Value Bs. 36.90182224915 Per Share (the “Class D Shares”)
American Depositary Shares, Each Representing Seven Class D Shares (the “ADSs”)
(Title of Class of Securities)
P3055Q103 (Class D Shares); 204421101 (ADSs)
(CUSIP Number)
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Rafael Robles Miaja
Galicia y Robles, S.C.
Boulevard Manuel Ávila Camacho 24
Torre Del Bosque
Piso 7
Colonia: Lomas de Chapultepec
México, D.F. 11000, Mexico
(5255) 5440-9225
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
October 2, 2006
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box o.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
(Continued on the following pages)
(Page 1 of 6)
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CUSIP No. P3055Q103 (Class D); 204421101 (ADSs) |
13D |
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NAMES OF REPORTING PERSONS Carlos Slim Helú |
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CUSIP No. P3055Q103 (Class D); 204421101 (ADSs) |
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Item 1. |
Security and Issuer. |
This Amendment No. 2 (the “Second Amendment”) amends the initial Schedule 13D (the “Schedule 13D”) filed on April 12, 2006, with the Securities and Exchange Commission (the “Commission”), by the Reporting Persons (as defined in the Schedule 13D), with respect to the Class D Shares and the ADSs of Compañía Anónima Nacional Teléfonos De Venezuela (CANTV) (“CANTV” or the “Issuer”), with each ADS representing seven Class D Shares. Capitalized terms used but not otherwise defined in this Second Amendment have the meanings ascribed to such terms in the Schedule 13D.
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Item 4. |
Purpose of the Transaction. |
(a)-(b) The description contained herein supplements Item 4 in the Schedule 13D and should be read in connection therewith.
On October 2, 2006, the Stock Purchase Agreement was amended (“Amendment No.2 to the Stock Purchase Agreement”) to extend to December 29, 2006, the date by which, if the Acquisition has not been consummated, the JV or the Verizon Subsidiaries may thereafter unilaterally terminate the Stock Purchase Agreement (unless the failure of the Acquisition to have been consummated is attributable to the material breach of the party so seeking to terminate the Stock Purchase Agreement). The Amendment No.2 to the Stock Purchase Agreement is included as Exhibit 99.7 hereto and is incorporated herein by reference. Any description of the Stock Purchase Agreement or Amendment No.2 to the Stock Purchase Agreement contained herein is qualified in its entirety by reference to Exhibits 99.2 and 99.7.
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Item 6. |
Contracts, Arrangements, Understandings or Relationships With Respect to | |
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Securities of the Issuer. |
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The description contained herein supplements Item 6 in the Schedule 13D and should be read in conjunction therewith.
The information set forth under Item 4 of this Second Amendment and in Exhibit 99.7 attached hereto is incorporated herein by reference.
To the knowledge of the Reporting Persons there are no other contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons or between the Reporting Persons and any person with respect to any securities of the Issuer, including but not limited to transfer or voting of any of the securities of the Issuer, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies, or a pledge or contingency the occurrence of which would give another person voting power or investment power over the securities of the Issuer.
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CUSIP No. P3055Q103 (Class D); 204421101 (ADSs) |
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Item 7. |
Material to be Filed as Exhibits |
EXHIBIT INDEX
| Exhibit Number |
Description |
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99.1* |
Press Release, dated April 3, 2006 |
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99.2* |
Stock Purchase Agreement, dated as of April 2, 2006, by and among GTE Venezuela S.a.r.l. and Verizon International Holdings Inc., as the Sellers, and Oarsman Investments B.V., as the Buyer |
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99.3* |
Shareholders Agreement of Oarsman Investments B.V., dated as of April 12, 2006, by and among Sercotel, S.A. de C.V. and Controladora de Servicios de Telecomunicaciones, S.A. de C.V. |
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99.4* |
Powers of Attorney |
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99.5* |
Joint Filing Agreement |
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99.6** |
Amendment No. 1 to the Stock Purchase Agreement, dated as of June 30, 2006, by and among GTE Venezuela S.a.r.l. and Verizon International Holdings Inc., as the Sellers, and Oarsman Investments B.V., as the Buyer |
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99.7 |
Amendment No. 2 to the Stock Purchase Agreement, dated as of October 2, 2006, by and among GTE Venezuela S.a.r.l. and Verizon International Holdings Inc., as the Sellers, and Oarsman Investments B.V., as the Buyer |
*Previously filed as an Exhibit to the Schedule 13D filed with the Commission on April 12, 2006.
**Previously filed as an Exhibit to the First Amendment filed with the Commission on July 10, 2006.
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CUSIP No. P3055Q103 (Class D); 204421101 (ADSs) |
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SIGNATURE
After reasonable inquiry, and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.
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Carlos Slim Helú |
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Carlos Slim Domit |
By: /s/ Rafael Robles Miaja |
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Rafael Robles Miaja |
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Marco Antonio Slim Domit |
Attorney-in-Fact |
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October 2, 2006 |
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Patrick Slim Domit |
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María Soumaya Slim Domit |
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Vanessa Paola Slim Domit |
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Johanna Monique Slim Domit |
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CARSO GLOBAL |
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By: Armando Ibáñez Vázquez |
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Title: Attorney-in-Fact |
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TELÉFONOS DE MÉXICO, S.A. DE C.V. |
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By: Adolfo Cerezo Pérez |
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Title: Attorney-in-Fact |
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AMÉRICA TELECOM, S.A. DE C.V. |
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By: Armando Ibáñez Vázquez |
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Title: Attorney-in-Fact |
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CUSIP No. P3055Q103 (Class D); 204421101 (ADSs) |
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AMÉRICA MÓVIL, S.A. DE C.V. |
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By: Alejandro Cantú Jiménez |
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Title: Attorney-in-Fact |
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INMOBILIARIA CARSO, S.A. de C.V. |
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By: Armando Ibáñez Vázquez |
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Title: Attorney-in-Fact |
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