Obligation America Mobil 6.125% ( US02364WAP05 ) en USD

America Mobil

105.332 % ▼

Mexique

US02364WAP05 ( en USD )

6.125% par an ( paiement semestriel )

14/11/2037

Prospectus brochure de l'obligation America Movil US02364WAP05 en USD 6.125%, échéance 14/11/2037

/

/

02364WAP0

A- ( Qualité moyenne supérieure )

Baa1 ( Qualité moyenne inférieure )

15/11/2025 ( Dans 60 jours )

América Móvil est une multinationale mexicaine des télécommunications, l'une des plus grandes au monde, offrant des services mobiles, fixes, d'accès internet et de télévision payante principalement en Amérique latine et dans certaines régions d'Europe.

L'Obligation émise par America Mobil ( Mexique ) , en USD, avec le code ISIN US02364WAP05, paye un coupon de 6.125% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 14/11/2037

L'Obligation émise par America Mobil ( Mexique ) , en USD, avec le code ISIN US02364WAP05, a été notée Baa1 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par America Mobil ( Mexique ) , en USD, avec le code ISIN US02364WAP05, a été notée A- ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

Prospectus Supplement
424B2 1 d424b2.htm PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)

(2)
Registration Nos. 333-

137695

333-137695-001
Calculation of Registration Fee

Maximum Aggregate
Amount of
Title of Each Class of Securities Offered

Offering Price

Registration Fee (1)
Notes due 2017

$
600,000,000
$
18,420
Notes due 2037

$
400,000,000
$
12,280
Total

$
1,000,000,000
$
30,700
(1) The filing fee of $30,700 is calculated in accordance with Rule 457(r) of the Securities Act of 1933. Pursuant
to Rule 457(p) under the Securities Act of 1933, $63,350 of filing fees that were already paid with respect to
unsold securities that were previously registered pursuant to a Registration Statement on Form F-3 (No. 333-
120202) filed on November 3, 2004 have been carried forward and have not previously been applied to sales
of securities under the Registration Statement on Form F-3ASR (No. 333-137695) filed on September 29,
2006. The filing fee of $30,700 for this offering is offset against the registration fee previously paid.
PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED SEPTEMBER 29, 2006

América Móvil, S.A.B. de C.V.
U.S.$600,000,000 5.625% Senior Notes Due 2017
U.S.$400,000,000 6.125% Senior Notes Due 2037
Unconditionally Guaranteed by
Radiomóvil Dipsa, S.A. de C.V.

We are offering U.S.$1,000,000,000 aggregate principal amount of our notes consisting of U.S.$600,000,000
aggregate principal amount of our notes due November 15, 2017 and U.S.$400,000,000 aggregate principal
amount of our notes due November 15, 2037. We will pay interest on the notes on May 15 and November 15 of
each year, beginning on May 15, 2008. Our wholly-owned subsidiary Radiomóvil Dipsa, S.A. de C.V., also
known as "Telcel," has irrevocably and unconditionally agreed to guarantee the payment of principal, premium, if
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Prospectus Supplement
any, interest and all other amounts in respect of the notes.
The notes will rank equally in right of payment with all of our other unsecured and unsubordinated debt
obligations. The guarantees will rank equally in right of payment with all of Telcel's other unsecured and
unsubordinated debt obligations.
In the event of certain changes in the applicable rate of Mexican withholding taxes on interest, we may redeem the
notes, in whole but not in part, at a price equal to 100% of their principal amount plus accrued interest to the
redemption date. We may redeem, in whole or in part, the notes at any time by paying the greater of the principal
amount of the notes and the applicable "make-whole" amount, plus, in each case, accrued interest. See
"Description of Notes--Optional Redemption".
Application has been made to admit the notes to listing on the Official List of the Luxembourg Stock Exchange
and trading on the EuroMTF Market. However, even if admission to listing is obtained, we will not be required to
maintain it.
Investing in the notes involves risks. See " Risk Factors" beginning on page 4 of the accompanying
prospectus.

Underwriting Discount
Proceeds to

Price to Public(1)

and Commissions
América Móvil
Per Notes due 2017

99.6330%

0.1250%

99.5080%
Per Notes due 2037

99.0470%

0.1875%

98.8595%
Total

U.S.$993,986,000
U.S.$1,500,000
U.S.$992,486,000
(1) Plus accrued interest, if any from October 30, 2007.
THIS PROSPECTUS SUPPLEMENT AND THE ACCOMPANYING PROSPECTUS ARE SOLELY OUR
RESPONSIBILITY AND HAVE NOT BEEN REVIEWED OR AUTHORIZED BY THE MEXICAN
NATIONAL BANKING AND SECURITIES COMMISSION (COMISIÓN NACIONAL BANCARIA Y DE
VALORES, OR "CNBV"). THE TERMS AND CONDITIONS OF THIS OFFER WILL BE NOTIFIED TO
THE CNBV FOR INFORMATION PURPOSES ONLY AND SUCH NOTICE DOES NOT CONSTITUTE
A CERTIFICATION AS TO THE INVESTMENT VALUE OF THE NOTES OR OUR SOLVENCY. THE
NOTES MAY NOT BE OFFERED OR SOLD IN MEXICO, ABSENT AN AVAILABLE EXEMPTION
UNDER THE MEXICAN SECURITIES MARKET LAW (LEY DEL MERCADO DE VALORES). IN
MAKING AN INVESTMENT DECISION, ALL INVESTORS, INCLUDING ANY MEXICAN CITIZEN
WHO MAY ACQUIRE NOTES FROM TIME TO TIME, MUST RELY ON THEIR OWN
EXAMINATION OF US AND TELCEL.
Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or
disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is
truthful or complete. Any representation to the contrary is a criminal offense.
Delivery of the notes in book-entry form only will be made on or about October 30, 2007.

Joint Book-Running Managers
Credit Suisse
Goldman, Sachs & Co.

Co-Managers
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Prospectus Supplement
Merrill Lynch & Co.

Morgan Stanley
(for notes due 2017)

(for notes due 2037)
The date of this prospectus supplement is October 24, 2007
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Prospectus Supplement
Table of Contents
TABLE OF CONTENTS

PROSPECTUS SUPPLEMENT

Page
Prospectus Supplement Summary

S-1
Exchange Rates

S-6
Use of Proceeds

S-7
Ratio of Earnings to Fixed Charges

S-7
Capitalization

S-8
Description of Notes

S-9
Taxation

S-14
Underwriting

S-19
Notice to Canadian Residents

S-22
Validity of the Notes

S-23
Listing and General Information

S-24

PROSPECTUS

Page
About this Prospectus

1
Forward-Looking Statements

2
América Móvil

3
Risk Factors

4
Use of Proceeds

7
Description of Debt Securities

8
Description of Warrants

24
Form of Debt Securities, Clearing and Settlement

25
Taxation

31
Plan of Distribution

35
Expenses

36
Experts

36
Validity of Securities

36
Enforceability of Civil Liabilities

36
Where You Can Find More Information

37
Incorporation of Certain Documents By Reference

38

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Prospectus Supplement
You should rely only on the information contained in this prospectus supplement, the accompanying
prospectus and the documents incorporated by reference therein. We have not authorized anyone to
provide you with information that is different. This document may only be used where it is legal to sell these
securities. The information appearing in this prospectus supplement, the accompanying prospectus and the
documents incorporated by reference therein may only be accurate as of their respective dates. Our
business, financial condition, results of operations and prospects may have changed since those dates.
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Table of Contents
PROSPECTUS SUPPLEMENT SUMMARY
This summary highlights key information described in greater detail elsewhere or in this prospectus supplement
or the accompanying prospectus, including the documents incorporated by reference. You should read carefully
the entire prospectus supplement, the accompanying prospectus and the documents incorporated by reference
before making an investment decision.
América Móvil
We are the largest provider of wireless communications services in Latin America based on subscribers. As of
September 30, 2007, we had 143.4 million subscribers in sixteen countries, compared to 124.8 million at year-end
2006 and 137.2 million as of June 30, 2007. Because our focus is on Latin America, a substantial majority of our
wireless subscribers are prepaid customers. We had an aggregate of approximately 3.8 million fixed lines in
Guatemala, Nicaragua, El Salvador, the Dominican Republic and Puerto Rico as of September 30, 2007, making
us the largest fixed-line operator in Central America based on the number of subscribers. We operate GSM
networks in all of our principal markets in Latin America, except in Puerto Rico where we expect to begin
providing GSM services during 2008.
Our principal operations are:

· Mexico. Through Radiomóvil Dipsa, S.A. de C.V., which operates under the name "Telcel," we provide
wireless telecommunications services in all nine regions in Mexico. As of September 30, 2007, Telcel

had 47.5 million subscribers. Telcel is the largest provider of wireless telecommunications services in
Mexico.

· Brazil. With approximately 27.9 million subscribers as of September 30, 2007, we are one of the three
largest providers of wireless telecommunications services in Brazil based on the number of subscribers.

We operate in Brazil through our subsidiaries, BCP S.A., or "BCP," and Americel S.A., or "Americel,"
under the unified brand name "Claro." Our network covers the main cities in Brazil (including São Paulo
and Rio de Janeiro).

· Southern Cone. We provide wireless services in Argentina, Paraguay, Uruguay and Chile. As of
September 30, 2007, we had 16.0 million subscribers in the Southern Cone region. In Argentina,

Paraguay and Uruguay we operate under the "CTI Móvil" brand. In Chile, we operate under the "Claro"
brand.

· Colombia. We provide wireless services in Colombia under the "Comcel" brand. As of September 30,

2007, we had 21.3 million wireless subscribers and were the largest wireless provider in Colombia.

· Andean Region. We provide wireless services in Ecuador and Peru. As of September 30, 2007, we had

11.4 million subscribers in the Andean region. We operate under the "Porta" brand in Ecuador and under
the "Claro" brand in Peru.

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· Central America. We provide fixed-line and wireless services in Guatemala, El Salvador and Nicaragua.
We also provide wireless services in Honduras. In September 2006, our Central American subsidiaries

began offering wireless services under the "Claro" brand. As of September 30, 2007, our subsidiaries
had 7.3 million wireless subscribers and over 2.1 million fixed-line subscribers in Central America.

· United States. Our U.S. subsidiary, TracFone Wireless Inc., is engaged in the sale and distribution of

prepaid wireless services and wireless phones throughout the United States, Puerto Rico and the U.S.
Virgin Islands. It had approximately 8.8 million subscribers as of September 30, 2007.

S-1
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Table of Contents
· Caribbean. On December 1, 2006, we consummated our acquisition of Compañía Dominicana de
Teléfonos, C. por A., or "Codetel." Codetel is the largest telecommunications services provider in the
Dominican Republic. We provide fixed-line and broadband services in the Dominican Republic under
the "Codetel" brand and wireless services under the "Claro" brand. On March 30, 2007, we

consummated our acquisition of Telecomunicaciones de Puerto Rico, Inc., or "TELPRI." TELPRI is the
largest telecommunications services provider in Puerto Rico. We provide fixed-line and broadband
services in Puerto Rico under the "PRT" brand and wireless services under the "Claro" brand. As of
September 30, 2007, we had 3 million wireless subscribers and 1.7 million fixed-line subscribers in the
Dominican Republic and Puerto Rico.
On August 23, 2007, we entered into an agreement for the acquisition of Oceanic Digital Jamaica Limited in
Jamaica. The completion of the transaction is subject to regulatory approvals and other conditions.
Information concerning our results of operations for the first six months and nine months of 2007 is included in
our report on Form 6-K, filed with the SEC on October 24, 2007, which is deemed incorporated by reference in
the accompanying prospectus.

Our principal executive offices are at Lago Alberto 366, Edificio Telcel I, Piso 1, Colonia Anáhuac, 11320,
México D.F., México. Our telephone number is (5255) 2581-4449.

S-2
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Table of Contents
Summary of the Offering
The following summary contains basic information about the notes and is not intended to be complete. It does not
contain all the information that is important to you. For a more complete understanding of the notes, please refer
to "Description of Notes" in this prospectus supplement and "Description of Debt Securities" in the
accompanying prospectus.
Notes being offered
U.S.$600,000,000 aggregate principal amount of 5.625% Senior Notes
due 2017.

U.S.$400,000,000 aggregate principal amount of 6.125% Senior Notes due
2037.
Issuer
América Móvil, S.A.B. de C.V.
Guarantor
Radiomóvil Dipsa, S.A. de C.V. (also known as "Telcel").
Issue price
The price to public for the notes due 2017 is 99.6330%, and the price to
public for the notes due 2037 is 99.0470%, in each case plus accrued
interest, if any, from October 30, 2007.
Maturity
The notes due 2017 will mature on November 15, 2017.

The notes due 2037 will mature on November 15, 2037.
Interest rate
The notes due 2017 will bear interest at the rate of 5.625% per year from
October 30, 2007, and the notes due 2037 will bear interest at a rate of
6.125% per year from October 30, 2007.
Interest payment dates
Interest on the notes will be payable semi-annually on May 15 and
November 15, beginning on May 15, 2008.
Guarantee
Payments of principal, premium, if any, interest and additional amounts
due under the notes will be irrevocably and unconditionally guaranteed
by Telcel.

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Ranking
The notes will be our unsecured and unsubordinated obligations and will
rank equally in right of payment with all of our other unsecured and
unsubordinated debt. The guarantees will be unsecured and
unsubordinated obligations of Telcel and will rank equally in right of
payment with all other unsecured and unsubordinated debt of Telcel.
The notes and the guarantees will be effectively subordinated to all of
our and Telcel's existing and future secured obligations and to all
existing and future indebtedness of our subsidiaries other than Telcel.
The notes do not restrict our ability or the ability of Telcel or our other
subsidiaries to incur additional indebtedness in the future. As of
September 30, 2007, we had, on an unconsolidated basis (parent
company only), unsecured and unsubordinated indebtedness and

S-3
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Document Outline

sec.gov
- #1">Prospectus Supplement