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 12g3-2(b) under the Securities Exchange Act of 1934.
Yes _______ No ___X____TELESP CELULAR PARTICIPAÇÕES S/A
TELE CENTRO OESTE CELULAR PARTICIPAÇÕES S/A
PRESS RELEASE
São Paulo, Brazil – May 14, 2004 – Telesp Celular Participações S.A. – “TCP” (NYSE: TCP) (BOVESPA: TSPP3 (common), TSPP4 (preferred)) and Tele Centro Oeste Celular Participações S.A. – “TCO” (NYSE: TRO) (BOVESPA: TCOC3 (common), TCOC4 (preferred)), which do business under VIVO brand, today disclose a corporate restructuring transaction involving the telephone companies that operate in the Midwest region of Brazil, the so-called concession area 7, TCO and its controlled companies, namely, operators Telegoiás Celular S.A., Telems Celular S.A.., Telemat Celular S.A., Teleacre Celular S.A. and Teleron S.A. (collectively, “Controlled Companies”). Said restructuring has the following goals: (i) to take advantage of the tax benefit arising out of the amortization of the premium Holding Company TCP paid upon the acquisition of TCO last year by means of transfer thereof to TCO and TCO Operators; and (ii) to simplify the corporate structure of TCO’s Controlled Companies by concentrating, in that Company, the still existing shareholders of the Controlled Companies, which have already become closely-held companies. This will be done through merger of shares of TCO’s Controlled Companies into TCO. The premium transfer transaction, on its turn, was structured in such a manner as not to adversely affect the TCO’s and TCO’s Controlled Companies’ profits, and complies with the provisions set forth in Instruction CVM no. 319/99, in the same line and objective as that of other transactions occurred in the past with Vivo Group Companies. The merger of TCO’s Controlled Companies’s share into TCO will allow the shareholders of those Controlled Companies to benefit from the liquidity of TCO’s shares. By the end of the transaction, the Controlled Companies will continue existing, however as TCO’s fully-owned subsidiaries. The companies estimate that the transaction shall be completed by the end of July, 2004.
| Telesp Celular Participações S.A. Fernando Abella Garcia Investor Relations Director |
Tele Centro Oeste Celular Participações S.A |
Investor Relations:
Ronald Aitken
e-mail: ronald.aitken@vivo.com.br
phone: (5511) 5105 1172
website: www.vivo.com.br/ir
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TELE CENTRO OESTE CELLULAR HOLDING COMPANY |
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| By: |
/S/ Luis
André Carpintero Blanco
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Luis André Carpintero Blanco
Investor Relations Officer |
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