-----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, BfU15ZjZgIScc8H2PCNj4jX5wEsKNotocNmA/hyZl3ziBXQxAy/668ETT0phSbAw S6oVff4v0CxPop218TsxMQ== 0000902561-04-000030.txt : 20040120 0000902561-04-000030.hdr.sgml : 20040119 20040120132135 ACCESSION NUMBER: 0000902561-04-000030 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040120 FILED AS OF DATE: 20040120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TV AZTECA SA DE CV CENTRAL INDEX KEY: 0001023025 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14464 FILM NUMBER: 04531934 BUSINESS ADDRESS: STREET 1: PERIFERICO SUR NO 4121 STREET 2: COL FUENTES DEL PEDREGAL CITY: 14141 MEXICO DF STATE: O5 BUSINESS PHONE: 5254201313 MAIL ADDRESS: STREET 1: PERIFERICO SUR STREET 2: 4121 COLONIA FUENTES DEL PEDREGAL CITY: MEXICO CITY STATE: NM ZIP: 14141 FORMER COMPANY: FORMER CONFORMED NAME: COMMERCIAL MEXICAN HOLDING DATE OF NAME CHANGE: 19960917 6-K 1 form6k_palmese012004.txt FORM 6-K FORM 6-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2004 Commission File Number 3337776 TV Azteca, S.A. de C.V. (Translation of registrant's name into English) Periferico Sur, No. 4121, Col. Fuentes del Pedregal, 14141 Mexico D.F., Mexico (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F [X] Form 40-F [ ] 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): ____ NOTE: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders. 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): ____ NOTE: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR. Indicate by check mark whether 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 [ ] No [X] If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________ SIGNATURES 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. TV Azteca, S.A. de C.V. ---------------------------- (Registrant) Date: January 20, 2004 By: /S/ OTHON FRIAS ----------------------------- Name: Othon Frias Title: Attorney-in-fact EX-99 3 form6k_ex991palmese012004.txt PRESS RELEASE 1 TV AZTECA BOARD UNANIMOUSLY REJECTS US$40 MILLION OFFER IN EXCHANGE FOR RIGHTS ON CHANNEL 40 FOR IMMEDIATE RELEASE MEXICO CITY, JANUARY 19, 2004--TV Azteca, S.A. de C.V. (NYSE: TZA; BMV: TVAZTCA), one of the two largest producers of Spanish language television programming in the world, announced today that its board of directors unanimously rejected an offer from Isaac Saba, a prominent Mexican businessman, to pay TV Azteca US$40 million in exchange for TV Azteca's rights to purchase 51% of the equity of Televisora del Valle de Mexico (TVM), the licensee of Channel 40--a UHF channel that covers Mexico City--as well as to liquidate debts of CNI with TV Azteca. As previously informed, since 2000 there has been litigation between TV Azteca and CNI Channel 40, and between TV Azteca and Javier Moreno Valle, President of CNI, for breach of contract by Mr. Moreno Valle for failure to honor TV Azteca's equity option, complemented by CNI's failure to pay its debts to TV Azteca. At the end of 1998, TV Azteca formalized a 10 year strategic alliance with CNI Channel 40 and Mr. Moreno Valle, through which both companies would share the operating cash flow generated by Channel 40, in exchange for which TV Azteca would, among other things, provide programming to the channel and sell advertising time during several years. In addition, it was agreed that TV Azteca had the option to purchase the 51% equity stake, at a total enterprise value of US$100 million, with certain yearly increases. As part of the agreement, TV Azteca authorized payments of US$25 million to CNI Channel 40, which included US$15 million as an advance on its 50% share of the EBITDA expected to be generated over the first three years of operation and a US$10 million loan, at the signing of the contract. In December of 2002, TV Azteca received a favorable award from the International Court of Arbitration, declaring that the option agreement and the strategic alliance are valid and enforceable against Mr. Moreno Valle. Nevertheless Mr. Moreno Valle has refused to honor the award. As part of its efforts to settle, TV Azteca analyzed the proposal of Mr. Saba, however, TV Azteca considers that the opportunity cost of receiving the US$40 million is too high because it would imply abandoning the possibility to operate an upscale channel in Mexico City in the future. Thus, the company prefers to continue to preserve its rights under the contracts signed by Channel 40 The company noted its previously announced six-year plan for uses of cash does not contemplate receiving the US$40 million, and the company ratifies its commitment to continue with the plan as has been disclosed. The cash plan entails distributions to shareholders of over US$500 million and TV Azteca debt reduction of approximately US$250 million by 2008. COMPANY PROFILE TV Azteca is one of the two largest producers of Spanish language television programming in the world, operating two national television networks in Mexico, Azteca 13 and Azteca 7, through more than 300 owned and operated stations across the country. TV Azteca affiliates include Azteca America Network, a new broadcast television network focused on the rapidly growing US Hispanic market, and Todito.com, an Internet portal for North American Spanish speakers. Except for historical information, the matters discussed in this press release are forward-looking statements and are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Risks that may affect TV Azteca are identified in its Form 20-F and other filings with the US Securities and Exchange Commission. INVESTOR RELATIONS: Bruno Rangel Omar Avila 5255 3099 9167 5255 3099 0041 jrangelk@tvazteca.com.mx oavila@tvazteca.com.mx MEDIA RELATIONS: Tristan Canales Daniel McCosh 5255.3099.5786 5255 3099 0059 tcanales@tvazteca.com.mx dmccosh@tvazteca.com.mx 2 EX-99 4 form6k_ex992palmese012004.txt PRESS RELEASE 2 AZTECA AMERICA ANNOUNCES THE ADDITION OF AFILLIATES IN DALLAS AND CORPUS CHRISTI --TOTAL CLEARANCE EXCEEDS 73%-- --AZTECA AMERICA'S SIGNAL NOW REACHES SIX TEXAS MARKETS-- FOR IMMEDIATE RELEASE MEXICO CITY, JANUARY 19, 2004--TV Azteca, S.A. de C.V. (NYSE: TZA; BMV: TVAZTCA), one of the two largest producers of Spanish language television programming in the world, announced today that Azteca America, the company's wholly-owned broadcasting network focused on the U.S. Hispanic market, has increased its coverage to 73% of Hispanic households by adding two new affiliates in Dallas and Corpus Christi, Texas. The additions increase the network's coverage to 33 markets. With the addition of KODF-TV/Channel 26 in Dallas and KYDF-TV/Channel 64 in Corpus Christi, Azteca America continues its growth in key U.S. Hispanic markets. In addition, the Corpus Christi affiliate is on Channel 22 of the Grande Cable system. This brings the number of affiliates to six in Texas, which is a second to California in number of affiliates. "Passing the 70% clearance mark is another milestone in our dynamic buildout," said Luis J. Echarte, president and CEO of Azteca America. "Thanks to our newest affiliate, we are now in 13 of the top 15 Hispanic markets." The two new affiliates are added to Azteca America's 31 existing markets, which include Los Angeles, New York, Miami, Houston, Chicago, San Antonio, San Francisco-Oakland-San Jose, Phoenix, Albuquerque, San Diego, Fresno-Visalia, Sacramento-Stockton-Modesto, Denver, Orlando, Austin, Tucson, Las Vegas, Monterey-Salinas, Bakersfield, West Palm Beach-Ft. Pierce, Salt Lake City, Santa Barbara, Palm Springs, Naples-Ft. Myers, Yakima-Pascoe-Richland, Wichita, Oklahoma City, Reno, Victoria, Charleston and Chattanooga. Further information can be found at the network's new corporate website: www.aztecaamerica.com/corporate. COMPANY PROFILE TV Azteca is one of the two largest producers of Spanish language television programming in the world, operating two national television networks, Azteca 13 and Azteca 7, through 554 owned transmitters across the country. TV Azteca affiliates include Azteca America Network, a new broadcast television network focused on the rapidly growing US Hispanic; Unefon, a Mexican mobile telephony operator focused on the mass market; and Todito.com, an Internet portal for North American Spanish speakers. Except for historical information, the matters discussed in this press release are forward-looking statements and are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Risks that may affect TV Azteca are identified in its Form 20-F and other filings with the US Securities and Exchange Commission. INVESTOR RELATIONS: BRUNO RANGEL OMAR AVILA 5255-3099-9167 5255-3099-0041 jrangelk@tvazteca.com.mx oavila@tvazteca.com.mx MEDIA RELATIONS: IN LOS ANGELES ANNE BURKHIMER OR SONIA PENA Weber Shandwick 310-407-6568 or 310-407-6589 aburkhimer@webershandwick.com, spena@webershandwick.com IN MEXICO CITY DANIEL MCCOSH OR TRISTAN CANALES (011)5255-3099-0059 or 5255-3099-1441 dmccosh@tvazteca.com.mx, tcanales@tvazteca.com.mx -----END PRIVACY-ENHANCED MESSAGE-----