UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of September, 2004
GRUPO IUSACELL, S.A. de C.V.
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(Translation of registrant's name into English)
Montes Urales 460
Col. Lomas de Chapultepec, Deleg. Miguel Hidalgo
11000, Mexico D.F.
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(Address of principal executive office)
Indicate by check mark whether the registrant files or will fill annual reports
under cover of Form 20-F or Form 40-F: Form 20-F |X| Form 40-F |_|
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g-3-2(b) under the Securities and Exchange Act of
1934. Yes |_| No |X|
Documents Furnished By the Registrant
1. Press Release of the Registrant dated September 24, 2004
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
GRUPO IUSACELL, S.A. DE C.V.
Date: September 24, 2004 /s/ Fernando Cabrera
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Name: Fernando Cabrera
Title: Attorney in fact
[LOGO] IUSACELL
Pensamos en ti
www.iusacell.com
INVESTOR CONTACTS
Jose Luis Riera K.
Chief Financial Officer
5255-5109-5927
J.Victor Ferrer
Finance Manager
5255-5109-5927
vferrer@iusacell.com.mx
Iusacell Extraordinary Shareholders' Meeting
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Mexico City, September 24, 2004.- Grupo IUSACELL, S.A. de C.V. [BMV y NYSE:
CEL], reports the following agreements approved by the September 23, 2004
Extraordinary Shareholders' Meeting:
FIRST. The acknowledgment of the cancellation and termination of the Executive
Employee Stock Purchase Plan approved by the shareholders' meeting of December
18, 1996.
SECOND. The approval of the cancellation of 15 shares of common stock, without
par value, that were held as treasury stock as a result of the conversion and
exchange of shares approved by the shareholders' meeting of October 17, 2003.
THIRD. The approval of the creation of a Stock Option Plan for Company
Executives, under the terms and conditions to be determined by the Board of
Directors or such body designated by the Board of Directors, and an increase in
capital stock of up to Ps.130 million, through the issuance of up to 6,517,086
shares of common stock, without par value.
FOURTH. The acceptance of the express waiver by MovilAccess, S.A. de C.V. and
Ricardo Benjamin Salinas Pliego of their right to subscribe shares in the
increase in capital stock.
FIFTH. In accordance with Grupo Iusacell's by-laws, shareholders who were absent
at the meeting, as well as those who have not waived their preemptive rights,
will have the right to subscribe for the shares described in the third
resolution described above, in proportion to their shareholding. This right may
be exercised within a period that will expire on the fifteenth calendar day
following the publication in the Official Gazette of the Federation (Diario
Oficial de la Federacion) of the agreement to increase the capital stock as
approved at the meeting. The price at which the preemptive right may be
exercised will be the price per share quoted on the Mexican Stock Exchange
(Bolsa Mexicana de Valores, S.A. de C.V.) on the last business day of the period
of exercise of the preemptive right. If upon the exercise of the preemptive
right the authorized capital is exceeded, the difference will be considered a
premium on the subscription of shares, proportionately among the subscribed
shares. The required notice must be published on the Official Gazette of the
Federation as soon as possible.
SIXTH. Any new shares whose issuance was agreed to by the meeting and that were
not subscribed for during the period of exercise mentioned in the fifth
resolution described above, shall remain as treasury stock to be used for the
Stock Option Plan for Company Executives approved under the third resolution
described above, and will be released once they are allotted and exercised in
accordance with the terms and conditions that to such effect the Board of
Directors, or such body designated by the Board of Directors, shall have
established.
SEVENTH. The authorization of, and instruction tom the Board of Directors to
determine the definitive amount of the increase in capital fully subscribed and
paid for once the shares are subscribed for in accordance with the fifth
resolution described above. Once the increase is determined, the sixth article
of the by-laws of Grupo Iusacell shall be amended with respect to the minimum
fixed capital and the number of shares that represent it. The Board of Directors
is empowered to determine the corresponding amounts without need for a further
resolution by the shareholders' meeting.
EIGHTH. The updating of the registration of treasury stock issued in accordance
with the second resolution described above with the Securities and Special
(Valores y Especial) sections of the National Registry of Securities (Registro
Nacional de Valores), as well as with the Mexican Stock Exchange, and, if
needed, with any other registry or authority in Mexico and aborad. It is ordered
that all proceedings necessary to carry out such updating of registration be
carried out, including any required notifications.
NINTH. The designation of Fernando Jose Cabrera Garcia, Norma Elvira Urzua
Villasenor, Rafael Rodriguez Sanchez, Zaida Sosa y Avila Osuna and Diana Lizbeth
Villalobos Zuniga, as special attorneys-in-fact, so that they may, if necessary,
jointly or individually, appear before a notary public to certify, totally or
partially, the adoption of these resolutions and to register such certification
(escritura) in the Registry of Public Commerce (Registro Publico de Comercio),
and to provide all required notifications and to sign all documentation
necessary, and to carry out all acts necessary so that the resolutions adopted
become fully effective.
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About Iusacell
Grupo Iusacell, S.A. de C.V. (Iusacell, NYSE and BMV: CEL) is a wireless
cellular and PCS service provider in Mexico encompassing a total of
approximately 92 million POPs, representing approximately 90% of the country's
total population.
Independent of the negotiations towards the restructuring of its debt, Iusacell
reinforces its commitment with customers, employees and suppliers and guarantees
the highest quality standards in its daily operations offering more and better
voice communication and data services through state-of-the-art technology, such
as its new 3G network, throughout all of the regions in which it operate.
* * *
Legal Disclaimer
Grupo Iusacell, S.A. de C.V. quarterly reports and all other written materials
may from time to time contain statements about expected future events and
financial results that are forward-looking and subject to risks and
uncertainties. For those statements, the Company claims the protection of the
safe harbor for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995. Discussion of factors that may affect future
results is contained in our filings with the Securities and Exchange Commission.