Entrepreneurs Miguel Alemán Magnani and Carlos Cabal Peniche have launched an offensive by which they intend to take control of Radiopolis by force. This has been denounced by the PRISA Group (publisher of this newspaper), which owns 50% of the shares of the Mexican radio group, and this is also clear from a statement that both businessmen distributed on Tuesday. In a sequence of events that reached its most virulent level on Tuesday, Magnani and Cabal Peniche tried to impose a cadre of directors to gain editorial control of Radiópolis and strip it of Grupo PRISA. The maneuvers of Alemán and Cabal Peniche –which have been added to other episodes of a different nature in the Mexican business landscape in the last two years– once again reveal the legal uncertainty under which investors operate in the North American country.
The extreme situation occurred this Tuesday, when personnel sent by Alemán and Cabal Peniche entered the facilities in Mexico City of Radiópolis, a firm that owns and operates 17 radio stations in Mexico, including W Radio (generalist) and Los 40 (musical). Together with personnel from a private security company, they tried to access the email system to communicate to the employees the dismissal of the current CEO, Francisco Cabañas and the appointment of a new one, although they did not succeed.
PRISA has reported in a statement this Wednesday that it will carry out the necessary legal actions “to preserve the proper functioning of Radiopolis and so that its professionals can continue to carry out their work with the rigor and independence that characterizes them, so that their stations continue to provide the best service to your listeners and to Mexican society ”. This newspaper has asked the German Group for its opinion in this regard, without having obtained a response. Also consulted by this newspaper, the Government of Mexico maintains that it is a matter between individuals and that the Executive has nothing to do with it.
For two years, the relationship between Alemán Magnani and PRISA has hung by a thread. In February 2018, Televisa, then owner of 50% of the shares of Radiópolis, communicated to the PRISA Group, holder of the other 50% of the capital stock, its intention to sell its shareholding package. PRISA had bought its shares from Televisa in 2001. Televisa entered PRISA so that it could contribute its know-how in terms of operating the radio business. To this end, the shareholders agreed that the CEO of Radiópolis should be a person appointed at the proposal of PRISA, capable of assembling a first-line management team and putting that know-how into application. As a result, Radiópolis' audiences, revenues and profits increased very significantly, achieving leadership positions.
In the second half of 2018, Televisa communicated to PRISA that the buyer of the shares it owned would be Miguel Alemán Magnani. The businessman is chairman of the board of directors of Interjet, a Mexican airline that is going through a critical financial situation, and is part of the business advisory council of the president of Mexico, Andrés Manuel López Obrador. Alemán Magnani is the grandson of Miguel Alemán Valdés, president of Mexico between 1946 and 1952. PRISA and Alemán Magnani signed on December 12, 2018 an agreement with the basic terms of what should be their relationship as partners in Radiopolis, in which they They maintained the operating rules that had been operating successfully in previous years, and that are in line with what is required by the General Directorate of Foreign Investment of Mexico. Based on this agreement, PRISA authorized Televisa to transfer its shares to Alemán Magnani.
The Mexican businessman made the purchase of the shares through a company controlled by him, Corporativo Coral, which signed with PRISA on July 17, 2019 a Radiópolis shareholders agreement, which collects and develops what was agreed by both parties in the agreement December 2018 and includes the bylaws that must be approved by the Radiópolis shareholders' meeting, once the purchase of the shares by Coral has been completed. That same day, Coral signed a contract to purchase the shares with Televisa. This contract conditions the sale of the shares to receive authorization from the Federal Telecommunications Institute (IFT) and to Coral paying the purchase price below. The IFT authorized the sale in August 2019, but due to liquidity problems, Coral breached its obligation to pay. Televisa sued Coral for the breach.
Finally, on July 2, Coral completed the payment to Televisa. To get the financing, Coral asked certain investors for money. Alemán Magnani informally informed PRISA that some investors would enter directly into Coral's capital and the Mexican businessman would always maintain control of at least 51% of Coral. On July 8, a meeting was held for the Radiópolis team and the PRISA team to meet Coral's new investors, with Teresa Pasini, wife of Carlos Cabal Peniche, presenting herself as such; Samantha del Valle, daughter of businessman Alejandro del Valle and Rosa Rubio, wife of Carlos Aguirre, who was director of Grupo Radio Centro. A few days later, the Interjet airline announced that Cabal Peniche and Del Valle were part of the group of investors that made the capitalization of more than 150 million dollars that allowed Interjet, immersed in a serious crisis, to consolidate its operations. At the July 8 meeting, it was agreed to hold the shareholders' meeting agreed in the Shareholders Agreement.
Alemán Magnani, who had become president of the Board of Directors upon his entry into the capital of Radiopolis, never convened the aforementioned assembly, despite having been formally required to do so. Instead, it told PRISA that there were points in the shareholders' contract that needed to be modified; Coral sent a minute signed by Alemán Magnani of a never-held meeting in which, among other points that violate what was agreed in the shareholders' contract, it intended to appoint the Director of Radio Hablada Content, the Director of News and the Deputy Director of Noticieros Informativos , as well as Carlos Cabal Peniche as vice president of the Editorial Committee of Radiópolis. Cabal Peniche personifies like few others the darker side of the links between political and business power in Mexico, especially during the time of former president Carlos Salinas de Gortari (1988-1994). For many years, he was one of the PRI's favorite businessmen until in 1994 he fled the country and ended up imprisoned in Australia accused of shady operations at his bank.
Between July 20 and 27, 2020, the lawyer for the new investors was partially informing PRISA that the shares bought by Coral had been transferred on July 2, 2020 to a trust controlled by the new investors, as a preliminary step for the sale of these shares to a new company owned by the new investors, and in which Alemán Magnani holds only 10%. On August 19, 2020, PRISA notified Coral that the transfer made to the trust was in breach of the shareholders' contract and requested Coral to correct the breach.
The situation reaches the limit this Tuesday, August 25. Francisco Cabañas, general director of Radiópolis, is summoned by Alemán Magnani to the headquarters of the Alemán Foundation. Cabal Peniche is also there, who together with Alemán, plus a notary and lawyers hired by both, demand that Cabañas sign his resignation letter and give instructions to authorize a private security company hired by Coral to enter the facilities of Radiópolis in Tlalpan, in Mexico City. Cabañas refuses to sign the resignation letter.
Another series of events take place in parallel this Tuesday. A Cabal Peniche lawyer sends to various Radiópolis headquarters a minute of an alleged shareholders' meeting held on August 24, 2020, not convened in accordance with the provisions of the bylaws, unknown by PRISA and void, according to the Spanish company. in which the following agreements are said to have been taken: removal of all the directors of Radiópolis, including the representatives of PRISA, and their replacement by the self-appointed new investors; the dismissal of the general director and the director of Finance of Radiópolis and their replacement by personnel of the confidence of Cabal Peniche; as well as the dismissal of the Radiopolis commissioners and their replacement also by people of his trust; revocation of any power of attorney granted to date by the company and granting of powers to the supposed new CEO and CFO.
During the afternoon, people sent by the Coral company and using a false excuse enter the Radiopolis facilities. Also made by staff of a private security company hired by Coral. They try to access the Radiópolis e-mail system to communicate to all employees the dismissal of Francisco Cabañas and the appointment of a new CEO, but after several hours they are not successful. Faced with this situation, Coral released a statement, passing it off as a statement from Radiopolis itself, in which it reported on the alleged changes in the Board of Directors and the General Management.
This Wednesday, August 26, PRISA receives a notification from Luis Cervantes, a lawyer hired by Coral, in which he states that a judge has granted Coral certain precautionary measures, of which PRISA has not been notified and whose content is unknown.
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