-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F4FdqFVZ/Tmk3qWIAG/FLCcqFIDMPc4YTrTaO78d7oYSr/oYn8vSo3ijNlCJhlGw eoTIy0+hWPXdIIcjJ9RTQA== 0001104659-07-020256.txt : 20070319 0001104659-07-020256.hdr.sgml : 20070319 20070319120253 ACCESSION NUMBER: 0001104659-07-020256 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20070319 DATE AS OF CHANGE: 20070319 GROUP MEMBERS: CYRTE FUND I CV GROUP MEMBERS: CYRTE INVESTMENTS BV GROUP MEMBERS: CYRTE INVESTMENTS GP I BV GROUP MEMBERS: JOHANNES HENDRIKUS HUBERT DE MOL GROUP MEMBERS: STICHTING ADMINISTRATIEKANTOOR TALPA BEHEER GROUP MEMBERS: TALPA CAPITAL HOLDING BV SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TELEMIG CELULAR PARTICIPACOES SA CENTRAL INDEX KEY: 0001066118 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-77947 FILM NUMBER: 07702386 BUSINESS ADDRESS: STREET 1: SCN QUADRA-04 ED. CENTRO EMPRESARIAL STREET 2: VARIG BLOCO B TORRE OESTE SALA 702-A CITY: BRASILIA-DF BRAZIL STATE: D5 ZIP: 70-714-000 MAIL ADDRESS: STREET 1: SCN QUADRA-04 ED. CENTRO EMPRESARIAL STREET 2: VARIG BLOCO B TORRE OESTE SALA 702-A CITY: BRASILIA-DF BRAZIL STATE: D5 ZIP: 70-714-000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Talpa Beheer BV CENTRAL INDEX KEY: 0001356258 IRS NUMBER: 000000000 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: A. COLIJNWEG 2 CITY: AMSTELVEEN STATE: P7 ZIP: 1182 AL BUSINESS PHONE: 31 35 695 9000 MAIL ADDRESS: STREET 1: A. COLIJNWEG 2 CITY: AMSTELVEEN STATE: P7 ZIP: 1182 AL SC 13D/A 1 a07-8254_1sc13da.htm SC 13D/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE
COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

 

SCHEDULE 13D/A

 

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

TELEMIG CELULAR PARTICIPAÇÕES S.A.

(Name of Issuer)

 

Preferred Shares, without par value
American Depositary Shares, each representing 20,000 Preferred Shares

(Title of Class of Securities)

 

87944E105 (American Depositary Shares)

(CUSIP Number)

 

Gaylord Macnack
Flevolaan 41A
1411 KC NAARDEN
P.O. Box 5081
1410 AB NAARDEN
The Netherlands
+31 35 695 9000

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

Copy to:

 

Alex Bafi, Esq.
Herbert Smith LLP
Exchange House
Primrose Street
London EC2A 2HS
United Kingdom
+44 20 7374 8000

March 14, 2007

(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).

 

 




 

CUSIP No.   87944E105

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Stichting Administratiekantoor Talpa Beheer

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 x

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
Not applicable

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
The Netherlands

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

8.

Shared Voting Power
18,602,580,000 (1)

 

9.

Sole Dispositive Power
0

 

10.

Shared Dispositive Power
18,602,580,000 (1)

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
18,602,580,000

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
8.28% (2)

 

 

14.

Type of Reporting Person (See Instructions)
OO

 


(1) The Reporting Persons own 930,129 American Depositary Shares, representing 18,602,580,000 Preferred Shares, of Telemig Celular Participações S.A.   

 

(2) The calculation of the foregoing percentage is based on 224,669,035,000 Preferred Shares of Telemig Celular Participações S.A. outstanding as of June 30, 2006, as reported on the issuer’s report on Form 6-K furnished to the Securities and Exchange Commission on August 15, 2006.

2




 

CUSIP No.   87944E105

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Talpa Beheer BV

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 x

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
OO

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
The Netherlands

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

8.

Shared Voting Power
18,602,580,000 (1)

 

9.

Sole Dispositive Power
0

 

10.

Shared Dispositive Power
18,602,580,000 (1)

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
18,602,580,000

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
8.28% (2)

 

 

14.

Type of Reporting Person (See Instructions)
CO

 


(1) The Reporting Persons own 930,129 American Depositary Shares, representing 18,602,580,000 Preferred Shares, of Telemig Celular Participações S.A.   

 

(2) The calculation of the foregoing percentage is based on 224,669,035,000 Preferred Shares of Telemig Celular Participações S.A. outstanding as of June 30, 2006, as reported on the issuer’s report on Form 6-K furnished to the Securities and Exchange Commission on August 15, 2006.

3




 

CUSIP No.   87944E105

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Talpa Capital Holding BV

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 x

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
Not applicable

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
The Netherlands

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

8.

Shared Voting Power
18,602,580,000 (1)

 

9.

Sole Dispositive Power
0

 

10.

Shared Dispositive Power
18,602,580,000 (1)

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
18,602,580,000

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
8.28% (2)

 

 

14.

Type of Reporting Person (See Instructions)
CO

 


(1) The Reporting Persons own 930,129 American Depositary Shares, representing 18,602,580,000 Preferred Shares, of Telemig Celular Participações S.A.   

 

(2) The calculation of the foregoing percentage is based on 224,669,035,000 Preferred Shares of Telemig Celular Participações S.A. outstanding as of June 30, 2006, as reported on the issuer’s report on Form 6-K furnished to the Securities and Exchange Commission on August 15, 2006.

4




 

CUSIP No.   87944E105

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Cyrte Investments BV

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 x

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
Not applicable

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
The Netherlands

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

8.

Shared Voting Power
18,602,580,000 (1)

 

9.

Sole Dispositive Power
0

 

10.

Shared Dispositive Power
18,602,580,000 (1)

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
18,602,580,000

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
8.28% (2)

 

 

14.

Type of Reporting Person (See Instructions)
CO

 


(1) The Reporting Persons own 930,129 American Depositary Shares, representing 18,602,580,000 Preferred Shares, of Telemig Celular Participações S.A.   

 

(2) The calculation of the foregoing percentage is based on 224,669,035,000 Preferred Shares of Telemig Celular Participações S.A. outstanding as of June 30, 2006, as reported on the issuer’s report on Form 6-K furnished to the Securities and Exchange Commission on August 15, 2006.

5




 

CUSIP No.   87944E105

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Cyrte Investments GP I BV

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 x

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
Not applicable

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
The Netherlands

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

8.

Shared Voting Power
18,602,580,000 (1)

 

9.

Sole Dispositive Power
0

 

10.

Shared Dispositive Power
18,602,580,000 (1)

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
18,602,580,000

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
8.28% (2)

 

 

14.

Type of Reporting Person (See Instructions)
CO

 


(1) The Reporting Persons own 930,129 American Depositary Shares, representing 18,602,580,000 Preferred Shares, of Telemig Celular Participações S.A.   

 

(2) The calculation of the foregoing percentage is based on 224,669,035,000 Preferred Shares of Telemig Celular Participações S.A. outstanding as of June 30, 2006, as reported on the issuer’s report on Form 6-K furnished to the Securities and Exchange Commission on August 15, 2006.

6




 

CUSIP No.   87944E105

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Cyrte Fund I CV

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 x

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
AF/WC

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
The Netherlands

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

8.

Shared Voting Power
18,602,580,000 (1)

 

9.

Sole Dispositive Power
0

 

10.

Shared Dispositive Power
18,602,580,000 (1)

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
18,602,580,000

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
8.28% (2)

 

 

14.

Type of Reporting Person (See Instructions)
CO

 


(1) The Reporting Persons own 930,129 American Depositary Shares, representing 18,602,580,000 Preferred Shares, of Telemig Celular Participações S.A.   

 

(2) The calculation of the foregoing percentage is based on 224,669,035,000 Preferred Shares of Telemig Celular Participações S.A. outstanding as of June 30, 2006, as reported on the issuer’s report on Form 6-K furnished to the Securities and Exchange Commission on August 15, 2006.

7




 

CUSIP No.   87944E105

 

 

1.

Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Johannes Hendrikus Hubert de Mol

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 x

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
Not applicable

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
The Netherlands

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

8.

Shared Voting Power
18,602,580,000 (1)

 

9.

Sole Dispositive Power
0

 

10.

Shared Dispositive Power
18,602,580,000 (1)

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
18,602,580,000

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
8.28% (2)

 

 

14.

Type of Reporting Person (See Instructions)
IN

 


(1) The Reporting Persons own 930,129 American Depositary Shares, representing 18,602,580,000 Preferred Shares, of Telemig Celular Participações S.A.   

 

(2) The calculation of the foregoing percentage is based on 224,669,035,000 Preferred Shares of Telemig Celular Participações S.A. outstanding as of June 30, 2006, as reported on the issuer’s report on Form 6-K furnished to the Securities and Exchange Commission on August 15, 2006.

8




 

Item 1.

Security and Issuer

 

This Amendment No. 3 to the statement on Schedule 13D (this “Amendment”) previously filed with the Securities and Exchange Commission on November 16, 2006, as amended on January 19, 2007 and February 2, 2007, relates to 930,129 American Depositary Shares, representing 18,602,580,000 Preferred Shares (the “Shares”), of Telemig Celular Participações S.A.  (the “Company”).  The Company’s principal offices are located at SCN Quadra 04 – Ed. Centro Empresarial Varig, sala 702-A CEP: 70.714-000 - Brasília-DF, Brazil.

 

 

Item 2.

Identity and Background

 

(a), (b) and (c) This Amendment is being filed jointly by (i) Stichting Administratiekantoor Talpa Beheer (“Stichting”), a foundation organized under the laws of The Netherlands, (ii) Talpa Beheer BV (“Talpa”), a corporation organized under the laws of The Netherlands, (iii) Talpa Capital Holding BV (“Talpa Capital Holding”), a corporation organized under the laws of The Netherlands, (iv) Cyrte Investments BV (“Cyrte Investments”), a corporation organized under the laws of The Netherlands,  (v) Cyrte Investments GP I BV (“Cyrte Investments GP”), a corporation organized under the laws of The Netherlands, (vi) Cyrte Fund I CV (“Cyrte Fund”), a limited partnership organized under the laws of The Netherlands, and (vii) Johannes Hendrikus Hubert de Mol (collectively, the “Reporting Persons”). 

 

Stichting owns all of the outstanding capital stock of Talpa.  Talpa has a 55% ownership interest in Talpa Capital Holding and is a limited partner of Cyrte Fund.  Talpa Capital Holding has a 75% ownership interest in Cyrte Investments.  Cyrte Investments is the manager of the investment portfolio held by Cyrte Fund and owner of all of the outstanding capital stock of Cyrte Investments GP.  Cyrte Investments is also the director (bestuurder) of Cyrte Investments GP. Cyrte Investments GP is the general partner of Cyrte Fund.  Mr. de Mol is the sole director (bestuurder) of Talpa and F.J. Botman is the sole director (bestuurder) of Talpa Capital Holding and Cyrte Investments.

 

The business address of Stichting, Talpa and Mr. de Mol is Burgemeester A. Colijnweg 2, 1182 AL Amstelveen, The Netherlands. The business address of Talpa Capital Holding, Cyrte Investments, Cyrte Investments GP, Cyrte Fund and Mr. Botman is Flevolaan 41A, 411 KC Naarden, P.O. Box 5081, 1401 AB Naarden, The Netherlands. 

 

The principal activity of Stichting is to hold and administer the shares in the capital of Talpa for the benefit of the holders of depositary receipts issued by Stichting and to exercise the voting rights attached to such shares. One of the principal occupations of Mr. de Mol, a media entrepreneur, is to direct the activities of Talpa and other interests including Talpa Media Holding NV (“Talpa Media”).  The principal business of Talpa Media is the conduct of media activities including television and radio production in The Netherlands and the principal business address of Talpa Media is Zevenend 45-4, 1251 RL Laren, The Netherlands.  The principal business of Talpa is investment management.  Talpa Capital Holding is a holding company; its principal business is solely to hold shares in Cyrte Investments.  The principal business of Cyrte Investments is investment management.  Cyrte Investments GP’s principal business is to act as the general partner of Cyrte Fund.  Cyrte Fund is an investment fund; its principal business is to invest in listed and non-listed equity securities in the technology, media and telecommunication sectors.  Mr. Botman’s principal occupation is to act as director (bestuurder) of Talpa Capital Holding and Cyrte Investments.   

 

(d) During the last five years, the Reporting Persons and Mr. Botman have not been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors).

 

(e) During the last five years, the Reporting Persons and Mr. Botman have not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

(f) Messrs. de Mol and Botman are citizens of The Netherlands.

 

9




 

Item 3.

Source and Amount of Funds or Other Consideration

 

Cyrte Fund obtained the funds to purchase the Shares from capital contributions made to its working capital by its limited partners, including Talpa.  The total amount of funds used for the acquisition of the Shares owned by the Reporting Persons was $33,745,398.

 

 

Item 4.

Purpose of Transaction

 

The Reporting Persons are acquiring the Shares of the Company for investment purposes.  The Reporting Persons intend to assess their investment in the Company from time to time on the basis of various factors, including, without limitation, the Company’s business, financial condition, results of operations and prospects, general economic, market and industry conditions, as well as other developments and other investment opportunities.  Depending upon the foregoing factors or any other factors deemed relevant to the Reporting Persons, they may acquire additional shares in the Company, or dispose of all or part of the shares of the Company, in open market transactions, privately negotiated transactions or otherwise. Any acquisition or disposition may be effected by the Reporting Persons at any time without prior notice.  The Reporting Persons may engage in communications from time to time with one or more stockholders, officers or directors of the Company regarding the Company’s operating performance, strategic direction or other matters that could result in or relate to, among other things, any of the matters set forth in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

 

Except as described in this Amendment, none of the Reporting Persons has any present plan or proposal that relates to, or could result in, any of the events referred to in paragraphs (a) through (j), inclusive, of Item 4 of Schedule 13D. The Reporting Persons will, however, continue to review the business of the Company and, depending upon one or more of the factors referred to above, may in the future propose that the Company take one or more such actions.

 

 

Item 5.

Interest in Securities of the Issuer

 

(a) and (b) According to the Company’s report on Form 6-K furnished to the Securities and Exchange Commission on August 15, 2006, there were 224,669,035,000 Shares outstanding as of June 30, 2006.  Cyrte Investments GP directly owns 930,129 American Depositary Shares, representing 18,602,580,000 Preferred Shares, of the Company, which are 8.28% of the Company’s Preferred Shares outstanding as of June 30, 2006.  None of Stichting, Talpa, Talpa Capital Holding, Cyrte Investments, Cyrte Fund and Mr. de Mol directly own any shares of the Company’s Preferred Shares.  However each of Stichting, Talpa, Talpa Capital Holding, Cyrte Investments, Cyrte Fund and Mr. de Mol may be deemed to be beneficial owners, as well as share the power to vote and dispose, of the Company’s Preferred Shares directly owned by Cyrte Investments GP by virtue of the fact that: Stichting owns all of the outstanding capital stock of Talpa; Mr. de Mol is the sole director (bestuurder) of Talpa, an entity which has a 55% ownership interest in Talpa Capital Holding and is a limited partner of Cyrte Fund; Talpa Capital Holding has a 75% ownership interest in Cyrte Investments; Cyrte Investments is the manager of the investment portfolio held by Cyrte Fund and owns all of the outstanding capital stock of Cyrte Investments GP; and Cyrte Investments GP is the general partner of Cyrte Fund.   Each of Stichting, Talpa, Talpa Capital Holding, Cyrte Investments, Cyrte Fund and Mr. de Mol disclaims beneficial  ownership  of such  Shares  for all  other  purposes.

 

(c) Since January 31, 2007, the date of the transaction reported on Amendment No. 2 to the statement on Schedule 13D relating to Shares of the Company previously filed with the Securities and Exchange Commission on February 2, 2007, Cyrte Investments GP has acquired additional Shares of the Company in the transactions described in Schedule I attached hereto, which is incorporated herein by reference.

 

(d) The limited partners of Cyrte Fund, being Talpa and Stichting Pensioenfonds voor de Gezondheid, Geestelijke en Maatschappelijke belangen (PGGM), will have the benefit of any dividends from, or proceeds from the sale of, the

 

10




 

 

American Depositary Shares, each representing 20,000 Preferred Shares of the Company, owned by Cyrte Investments GP, subject to certain fee arrangements. 

 

(e) Not applicable.

 

Except for the transactions described in this Amendment, none of the Reporting Persons has effected any transactions in the securities of the Company since January 31, 2007, the date of the transaction reported on Amendment No. 2 to the statement on Schedule 13D relating to Shares of the Company previously filed with the Securities and Exchange Commission on February 2, 2007.

 

 

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

To the best knowledge of the Reporting Persons, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any of the securities of the Company, including, but not limited to, transfer or voting of any of the securities, 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.

 

 

Item 7.

Material to Be Filed as Exhibits

 

Exhibit No.

 

Description

 

 

 

Exhibit 99.1

 

Agreement of Joint Filing among Stichting Administratiekantoor Talpa Beheer, Talpa Beheer BV, Talpa Capital Holding BV, Cyrte Investments BV, Cyrte Investments GP I BV, Cyrte Fund I CV and Johannes Hendrikus Hubert de Mol, dated as of March 19, 2007.

 

11




 

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.

 

Date

March 19, 2007

Signature

/s/ Gaylord Macnack

Stichting Administratiekantoor Talpa Beheer, by Gaylord Macnack, attorney-in-fact*

 

Date

March 19, 2007

Signature

/s/ Gaylord Macnack

Talpa Beheer BV, by Gaylord Macnack, attorney-in-fact*

 

Date

March 19, 2007

Signature

/s/ Gaylord Macnack

Talpa Capital Holding BV, by Gaylord Macnack, attorney-in-fact*

 

Date

March 19, 2007

Signature

/s/ Gaylord Macnack

Cyrte Investments BV, by Gaylord Macnack, attorney-in-fact*

 

Date

March 19, 2007

Signature

/s/ Gaylord Macnack

Cyrte Investments GP I BV, by Gaylord Macnack, attorney-in-fact*

 

Date

March 19, 2007

Signature

/s/ Gaylord Macnack

 

12




 

Cyrte Fund I CV, by Gaylord Macnack, attorney-in-fact*

 

Date

March 19, 2007

Signature

/s/ Gaylord Macnack

Johannes Hendrikus Hubert de Mol, by Gaylord Macnack, attorney-in-fact*

 


* Signed pursuant to powers of attorney, dated July 30, 2006, August 3, 2006 and January 18, 2007, included as Exhibit 99.2 to the statement on Schedule 13D filed with the Securities and Exchange Commission on January 19, 2007 by the Reporting Persons and incorporated by reference herein.

13




SCHEDULE I

 

All of the American Depositary Shares of the Company acquired as described in the table below were acquired by Cyrte Investments GP in open market transactions.

 

Trade Date

 

Shares Acquired

 

Shares Price (USD)

 

February 1, 2007

 

6,600

 

37.8945

 

February 2, 2007

 

13,300

 

37.7696

 

February 12, 2007

 

4,500

 

36.0861

 

February 13, 2007

 

2,700

 

36.2647

 

February 14, 2007

 

1,900

 

36.8663

 

February 15, 2007

 

12,700

 

37.7805

 

February 16, 2007

 

11,200

 

37.6962

 

February 20, 2007

 

1,300

 

37.8600

 

February 28, 2007

 

3,300

 

35.9082

 

March 1, 2007

 

2,200

 

35.8895

 

March 2, 2007

 

7,100

 

35.9446

 

March 5, 2007

 

7,500

 

35.2156

 

March 6, 2007

 

6,000

 

36.0750

 

March 7, 2007

 

6,100

 

36.1885

 

March 8, 2007

 

5,000

 

36.4292

 

March 9, 2007

 

5,500

 

37.0683

 

March 12, 2007

 

2,400

 

37.5446

 

March 13, 2007

 

10,000

 

36.8167

 

March 14, 2007

 

6,555

 

36.1687

 

March 15, 2007

 

6,800

 

36.2055

 

March 16, 2007

 

8,300

 

35.8552

 

 

14



EX-99.1 2 a07-8254_1ex99d1.htm AGREEMENT OF JOINT FILING

Exhibit 99.1

CUSIP NO. 87944E105

AGREEMENT OF JOINT FILING

The undersigned hereby agree that they are filing jointly pursuant to Rule 13d-1(k)(1) of the Securities and Exchange Act of 1934, as amended, with respect to the American Depositary Shares, each representing 20,000 Preferred Shares, of Telemig Celular Participações S.A.   Each of the undersigned further agrees and acknowledges that it shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained herein, but shall not be responsible for completeness and accuracy of the information concerning the other, except to the extent that it knows or has reason to believe that such information is inaccurate.

DATED: March 19, 2007

REPORTING PERSON:

 

 

 

Stichting Administratiekantoor Talpa Beheer

 

/s/ Gaylord Macnack

 

 

By: Gaylord Macnack, attorney-in-fact*

 

 

 

 

 

Talpa Beheer BV

 

 

/s/ Gaylord Macnack

 

 

By: Gaylord Macnack, attorney-in-fact*

 

 

 

 

 

Talpa Capital Holding BV

 

 

/s/ Gaylord Macnack

 

 

By: Gaylord Macnack, attorney-in-fact*

 

 

 

 

 

Cyrte Investments BV

 

 

/s/ Gaylord Macnack

 

 

By: Gaylord Macnack, attorney-in-fact*

 

 

 

 

 

Cyrte Investments GP I BV

 

 

/s/ Gaylord Macnack

 

 

By: Gaylord Macnack, attorney-in-fact*

 

 

 

 

 

Cyrte Fund I CV

 

 

/s/ Gaylord Macnack

 

 

By: Gaylord Macnack, attorney-in-fact*

 

 

 

 

 

Johannes Hendrikus Hubert de Mol

 

 

/s/ Gaylord Macnack

 

 

By: Gaylord Macnack, attorney-in-fact*

 

 


* Signed pursuant to powers of attorney, dated July 30, 2006, August 3, 2006 and January 18, 2007, included as Exhibit 99.2 to the statement on Schedule 13D filed with the Securities and Exchange Commission on January 19, 2007 by the Reporting Persons and incorporated by reference herein.

 

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