ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS
A. Major Shareholders
The following table indicates, as of July 31st, unless otherwise indicated,
the persons or groups who are the record owners or to have voting control of
shares representing more than 5% of our outstanding Series A Shares. For your
convenience, we have also included the beneficial ownership amounts with respect
to these individuals or entities. Accordingly, each person with shared voting
and dispositive power with respect to certain securities may be deemed to own
the totality of such securities for purposes hereof.
Actual Ownership Beneficial Ownership
Owner Series A Shares ADRs Total Amount Percent
José F. Serrano Segovia(a)(b) 4,021,568 6,394,556 10,416,124 25,949,825 45.6 %
Ramón Serrano Segovia(a)(b) 2,491,485 4,983,981 7,475,466 11,707,880 20.6 %
Teresa Serrano Segovia(a)(b) 956,950 2,868,871 3,825,821 3,825,821 6.7 %
Servicios Directivos Servia,
S.A. de C.V.(a)(b) 425,850 3,806,064 4,231,914 4,231,914 7.4 %
Promotora Servia, S.A. de
C.V.(a)(b) 500 0 500 4,232,414 7.4 %
Williams, Jones & Associates,
Inc. (c) 0 4,000,850 4,000,850 4,000,850 7.0 %
Litespeed Capital, LLC(d) 0 3,650,500 3,650,500 3,650,500 6.4 %
Chesapeake Partners Management
Co, Inc.(e) 0 2,595,500 2,595,500 2,595,500 4.6 %
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(a) Based upon information set Forth in a Schedule 13D filed on May 28, 2002. The
Schedule 13D was filed by the following persons, all of whom disclaim
membership in a group: José F. Serrano Segovia, who is deemed to beneficially
own 25,949,825 Series A Shares (45.6%), and who has the sole power to
vote 21,717,408 of such shares, the sole power to dispose of 10,416,124 of
such shares, and who has the shared power to vote and dispose of 4,232,414 of
such shares; Ramón Serrano Segovia, who is deemed to beneficially own
11,707,880 Series A Shares (20.6%), and who has the sole power to vote none
of such shares, the sole power to dispose of 7,475,466 of such shares and the
shared power to vote and dispose of 4,232,914 of such shares; Teresa Serrano Segovia, who beneficially owns and has the sole power to dispose of 3,825,821
Series A Shares (6.7%); Servicios Directivos Servia, which beneficially owns
and has the shared power to vote and dispose of 4,231,914 Series A Shares
(7.3%); and Promotora Servia, S.A. de C.V., which beneficially owns and has
the shared power to vote and dispose of 4,232,414 Series A Shares (7.4%).
(b) As of July 31st 2005, (i) 14,247,408 of the 21,717,411 Series A Shares
beneficially owned by José, Ramón and Teresa Serrano Segovia are represented
by ADSs representing CPOs which correspondingly represent financial interests
in the same number of Series A Shares and (ii) 3,806,064 of the 4,231,914
Series A Shares beneficially owned by Servicios Directivos Servia, S.A. de
C.V. were represented by ADSs. José, Ramón and Teresa Serrano Segovia have
jointly pledged 3,575,000 ADSs to Citibank, N.A. to secure a demand loan in
the principal amount of $5.0 million. José and Ramón Serrano Segovia have
jointly pledged (i) 6,513,053 Series A Shares to Ixe Banco, S.A., Institución
de Banca Múltiple, Ixe Grupo Financiero, to secure a loan in the principal
amount of $5.0 million, (ii) 7,958,187 ADSs to Argyll Equities LLC to secure
a loan in the aggregate amount of $17.0 million. Teresa Serrano Segovia has
pledged (i) 960,000 ADSs to Ixe Banco, S.A., Institución de Banca Múltiple,
Ixe Grupo Financiero, to secure a loan in the aggregate amount of
$3.0 million. Servicios Directivos Servia, S.A. de C.V. has pledged
(i) 3,737,064 ADSs to Argyll Equities LLC to secure a loan in the aggregate
amount of $17.0 million referenced above, (ii) 425,850 Series A Shares to Ixe
Banco, S.A., Institución de Banca Múltiple, Ixe Grupo Financiero, to secure a
loan in the principal amount of $5.0 million referenced above.
(c) Based upon information contained in such company's Schedule 13F filed as of
June 30, 2005.
(d) Based upon information contained in such company's schedule 13F filed as of
June 30, 2005.
(e) Based upon information contained in such company's Schedule 13F filed as of
June 30, 2005.
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