-----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, KYfgqK7VGVe9l1J3v+1AG9txFGijQ9AOq6YqHY/sooZ07KsX0rLyZmkzT7tRSMhy aiFJe1F7DQhaqeKaJSrIxQ== 0000895345-99-000115.txt : 19990316 0000895345-99-000115.hdr.sgml : 19990316 ACCESSION NUMBER: 0000895345-99-000115 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990315 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UNIVISION COMMUNICATIONS INC CENTRAL INDEX KEY: 0001017008 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 954398884 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-48237 FILM NUMBER: 99564917 BUSINESS ADDRESS: STREET 1: 1999 AVENUE OF THE STARS STE 3050 CITY: LOS ANGLES STATE: CA ZIP: 90067 BUSINESS PHONE: 3105567676 MAIL ADDRESS: STREET 1: 1999 AVENUE OF THE STARS INC SUITE 3050 CITY: LOS ANGLES STATE: CA ZIP: 90067 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GRUPO TELEVISA S A CENTRAL INDEX KEY: 0000912892 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: AVENIDA CHAPULTEPEC NO 28 CITY: 06724 MEXICO DF MEXI STATE: O5 MAIL ADDRESS: STREET 1: AVENIDA CHAPULTEPEC NO. 28 STREET 2: COLONIA DOCTORES FORMER COMPANY: FORMER CONFORMED NAME: GRUPO TELEVISA S A DE CV DATE OF NAME CHANGE: 19931001 SC 13G/A 1 --------------------- OMB APPROVAL --------------------- UNITED STATES OMB Number:3235-0145 SECURITIES AND EXCHANGE COMMISSION Expires:August 31, 1999 WASHINGTON, D.C. 20549 Estimated average burden hours per response......14.90 --------------------- SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1 )* Univision Communications Inc. - ------------------------------------------------------------------------------ (Name of Issuer) Class A Common Stock ("A Shares") - ------------------------------------------------------------------------------ (Title of Class of Securities) 914906102 - ------------------------------------------------------------------------------ (CUSIP Number) - ------------------------------------------------------------------------------ (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |_| Rule 13d-1(b) |_| Rule 13d-1(c) |X| Rule 13d-1(d) * 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 in 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). Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. CUSIP No. 914906102 SCHEDULE 13G Page 2 of 5 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Grupo Televisa, S.A. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Mexico NUMBER OF 5 SOLE VOTING POWER SHARES 9,412,432 A Shares BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH -0- REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 9,412,432 A Shares 8 SHARED DISPOSITIVE POWER -0- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9,412,432 A Shares 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) [ ] EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 15.84% of the A Shares (see response to Item 4) 12 TYPE OF REPORTING PERSON CO *SEE INSTRUCTIONS BEFORE FILLING OUT! Pursuant to Rule 13d-2(b) of Regulation 13D-G under the Securities Exchange Act of 1934, as amended, the Schedule 13G initially filed on February 14, 1997 by Grupo Televisa, S.A. with respect to the Class A common stock (the "Class A Stock") of Univision Communications Inc., is hereby amended by this Amendment No. 1 to the Schedule 13G to report a change in the information reported in the previous filing on Schedule 13G. Item 4 is hereby amended and restated in its entirety to read: Item 4 Ownership.(1) --------- (a) Amount beneficially owned: See Item 9 on Page 2 of the Cover Page(2) (b) Percent of Class: See Item 11 on Page 2 of the Cover Page (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: See Item 5 on Page 2 of the Cover Page (ii) shared power to vote or to direct the vote: See Item 6 on Page 2 of the Cover Page (iii) sole power to dispute or to direct the disposition of: See Item 7 on Page 2 of the Cover Page (iv) shared power to dispute or to direct the disposition of: See Item 8 on Page 2 of the Cover Page - ----------------------------- (1) The filing of this Schedule 13G shall not be construed as an admission that the Reporting Person or any of its affiliates is the beneficial owner of any securities covered by this Schedule 13G for any purposes other than Section 13(d) of the Securities Exchange Act of 1934. Grupo Televisa, S.A. disclaims that it constitutes part of a "group" with any other Person with respect to shares of Univision Communications Inc. Grupo Televisa, S.A. also disclaims beneficial ownership of shares of Univision Communications Inc. owned by any other Person pursuant to Rule 13d-4. (2) Of the 5,742 shares of Class T Common Stock owned by Grupo Televisa, S.A. covered by this report, 5,742 are owned indirectly by Grupo Televisa, S.A. through its wholly owned subsidiaries (collectively, the "Company"). In addition, this report includes 9,406,690 shares of Class T Common Stock issuable upon exercise of Warrants held by the Company, 7,292 of which are held indirectly through a partnership in which the Company is a general partner. Such Warrants may be exercised so long as the aggregate shares owned by the Company, Venevision and all non-U.S. aliens do not represent more than 25% of the outstanding stock of Univision Communications Inc., and are not presently exercisable. 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 15, 1999 By: Grupo Televisa, S.A. By: /s/ Rafael Carabias Principe -------------------------------- Name: Rafael Carabias Principe Title: Vice President of Corporate By: /s/ Jorge Lutteroth Echegoyen --------------------------------- Name: Jorge Lutteroth Echegoyen Title: Controller Vice President -----END PRIVACY-ENHANCED MESSAGE-----