VIVO Buys Two Operators 645125

SAO PAULO -- VIVO Participacoes S.A. (OTC Pink Sheets: VIVFF - News; "Vivo") announces that it has signed on this date a stock purchase agreement with Telpart Participacoes S.A. ("Telpart") to acquire control of Telemig Celular Participacoes S.A. ("Telemig Participacoes") and Tele Norte Celular Participacoes S.A. ("Tele Norte Participacoes") comprised of 22.72% and 19.34% of total capital, respectively, for an aggregate amount of R$ 1,2 billion, subject to certain price adjustments. In addition, Vivo will acquire from Telpart certain subscription rights for R$ 87 million. The conclusion of the transaction is subject to Anatel approval and ratification by general shareholders meetings of Vivo and Telpart, among other customary closing conditions.

Upon closing of the transaction, in accordance to Brazilian Law, Vivo will launch mandatory tender offers for the acquisition of common shares held by non-controlling shareholders at 80% of the price paid for the controlling stake. The mandatory tender offers will be extended to Telemig Participacoes, Telemig Celular, Tele Norte Participacoes and Amazonia Celular.

Additionally, Vivo intends to launch voluntary tender offers for up to 1/3 of all classes of preferred shares held by the non-controlling shareholders in the holding and operating companies, at a 25% premium to the weighted average price of the last 30 trading days until August 01, 2007.

Assuming full acceptance in all offers, Vivo will have acquired a beneficial interest of 58.2% in Telemig Celular and 54.6% in Amazonia Celular, for an aggregate consideration of circa R$ 2,9 billion (including the value of the subscription rights).

With this transaction Vivo adds two attractive assets to its portfolio reaffirming its leadership in the wireless market with 35 million subscribers and a 33% national market share:

Vivo Participacoes SA