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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 May, 2006
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]
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Documents Furnished By the Registrant
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1. Press Release of the Registrant dated May 18, 2006
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INVESTOR CONTACTS
Jose Luis Riera K.
Chief Financial Officer
5255-5109-5927
J.Victor Ferrer
Finance Manager
5255-5109-5273
vferrer@iusacell.com.mx
IUSACELL ANNOUNCES
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Mexico City, May 18, 2006 - Grupo Iusacell, S.A. de C.V. [BMV: CEL] ("Iusacell")
announced that due to the request of certain creditors in the exchange offer and
the consent solicitation to amend certain terms and conditions in respect of its
14.25% notes due 2006 (the "Existing Notes") which was launched on April 18,
2006, Iusacell has decided to extend the Expiration Date for such offer from May
18, 2006 to June 1, 2006.
As was announced on April 18, 2006, and pursuant to the agreement reached with
the majority of its creditors, Iusacell launched a solicitation of consents to:
o exchange any and all of Existing Notes for 10.00% senior secured notes
due 2013, and
o amend certain terms and conditions, waive certain existing defaults as
well as rescind acceleration under the indenture governing the
Existing Notes.
THE EXCHANGE OFFER WILL EXPIRE AT 5:00PM, NEW YORK CITY TIME, ON JUNE 1, 2006,
UNLESS AGAIN EXTENDED BY IUSACELL.
All references in the Information Memorandum dated April 18, 2006 to the
Expiration Date will include reference to such term as herein described. Except
as described above, the restructuring of the Existing Notes will remain in all
other respects subject to all terms and conditions described in the Information
Memorandum dated April 18, 2006.
The Information and Exchange Agent for the exchange offer is Bondholder
Communications Group. The Information and Exchange Agent can be reached by email
at icalderon@bondcom.com, and its telephone numbers are (44) 207-382-4580 in
London or 212-809-2663 in New York.
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THIS PRESS RELEASE IS NOT AN OFFER FOR SALE OF THE SECURITIES IN THE UNITED
STATES, MEXICO OR IN ANY OTHER JURISDICTION, AND NONE OF THE SECURITIES TO BE
ISSUED PURSUANT TO THE EXCHANGE OFFER, IF CONSUMMATED, MAY BE SOLD IN THE UNITED
STATES ABSENT REGISTRATION OR AN EXEMPTION FROM REGISTRATION UNDER THE
SECURITIES ACT OF 1933, AS AMENDED, OR IN ANY OTHER JURISDICTION WHERE SUCH SALE
IS PROHIBITED. THE COMPANY DOES NOT INTEND TO REGISTER ANY OF THE SECURITIES TO
BE ISSUED PURSUANT TO THE EXCHANGE OFFER IN THE UNITED STATES OR TO CONDUCT A
PUBLIC OFFERING OF SUCH SECURITIES IN ANY JURISDICTION OTHER THAN THOSE AS IT
MAY FROM TIME TO TIME PUBLISH.
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FORWARD-LOOKING STATEMENTS
This release may contain forward-looking statements. Any such forward-looking
statements, which reflect Iusacell's current views of future events and
financial performance, involve known and unknown risks and uncertainties that
may cause Iusacell's actual results to be materially different from planned or
expected results. These risks and uncertainties include, but are not limited to,
competition, consumer demand, seasonality, economic conditions, and government
activity. Investors should take such risks into account when making investment
decisions.
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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: May 18, 2006
/s/
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Name: Fernando Cabrera
Title: Attorney in fact
/s/
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Name: Jose Luis Riera
Title: Attorney in fact
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