6-K 1 cbd20210602_6k3.htm FORM 6-K



Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For the month of June, 2021

           Brazilian Distribution Company           
(Translation of Registrant’s Name Into English)

Av. Brigadeiro Luiz Antonio,
3142 São Paulo, SP 01402-901
(Address of Principal Executive Offices)

        (Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F)

Form 20-F   X   Form 40-F       

        (Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule
101 (b) (1)):

Yes ___ No   X  

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule
101 (b) (7)):

Yes ___ No   X  

        (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 12g3-2(b) under the Securities Exchange Act of 1934.)

Yes ___ No   X  











CNPJ/ME 47.508.411/0001-56

NIRE 35.300.089.901














In compliance with article 30 of CVM Rule No 480/09, as amended, the Company hereby provides the information required in the Exhibit 30-XXXII of such Rule, regarding the capital increase approved by the Company’s Board of Directors on May 05, 2021 which was duly rectified and ratified in a Board of Directors Meeting held on June 01, 2021, due to the exercise of stock options granted to certain employees under the Company’s stock option plans, as follows:


1.       Date of the shareholders meeting in which the stock option plan was approved


On May 9, 2014 our shareholders approved, in an Extraordinary Shareholders Meeting the creation of a Stock Option Plan and its standard option agreement (“Stock Option Plan”) and the creation of a Compensation in Stock Option Plan and its standard option agreement (“Compensation Plan”, jointly with the Stock Option Plan, the “Plans”). Amendments to the Plans were approved at the Annual and Special General Meeting held on April 24, 2015, at the Annual and Special General Meeting held on April 25, 2019 and at the Extraordinary General Meeting held on December 30, 2019. All shares issued in the capital increase approved herein derive from the Plans.


2.       Amount of the capital increase and new capital stock


The approved, rectified and ratified capital increase in the Board of Directors Meeting held on June 01, 2021, is of R$ 5,788,757.48 (five million, seven hundred and eighty-eight thousand, seven hundred and fifty-seven reais and fourty-eight cents).


After the increase, the Company’s capital stock sums up to the total amount of R$ 5,855,655,343.17 (five billion, eight hundred and fifty-five million, six hundred and fifty-five thousand, three hundred and forty-three reais and seventeen cents)


3.       Number of shares issued of each type and class


This capital increase was approved through the issuance of 544,106 (five hundred and forty-four thousand and one hundred and six) common shares.


According to the Company’s By-laws, such common shares hereby issued have the same characteristics and conditions and enjoy the same rights, benefits and advantages of other existing common shares issued by the Company, including dividends and other capital’s remuneration that may be declared by the Company.


4.       Issuance price of the new shares


(i)exercise of Series C4: R$ 13.98
(ii)exercise of Series B5: R$ 0.01
(iii)exercise of Series C5: R$ 15.42
(iv)exercise of Series B6: R$ 0.01
(v)exercise of Series C6: R$ 17.39
(vi)exercise of Series B7: R$ 0.01
(vii)exercise of Series C7: R$ 12.56




5.       Price of each type and class of the issuer’s shares in the markets in which they are traded:


Prior to the conversion of the preferred shares of the Company into common shares, such common shares did not possess market liquidity. Therefore, the Company presents below the prices of the common shares (PCAR3) from March 2nd, 2020 beyond, since this was the date in which the preferred shares ceased its negotiation and only common shares began being negotiated.


Price Apr/21 Mar/21 Feb/21
Avarage R$ 34.89 R$ 26.55 R$ 86.46
Maximum R$ 39.27 R$ 33.80 R$ 90.33
Minimum R$ 32.30 R$ 21.35 R$ 79.41



Average price for the last ninety (90) days (from February 1st, 2021, until April 14th, 2021): R$ 55.40



Preferred Shares (PCAR4)


a)minimum, average and maximum price in each year for the last three (3) years


Price 2020(*) 2019 2018 2017
Average R$ 86.11 R$ 88.04 R$ 77.20 R$ 68.03
Maximum R$ 91.70 R$ 98.43 R$ 87.51 R$ 80.85
Minimum R$ 72.04 R$ 78.00 R$ 63.92 R$ 54.30

(*) Until February 28th, 2020.


b)minimum, average and maximum price in each quarter of year for the last two (2) years
Price 1Q20(*) 4Q19 3Q19 2Q19 1Q19 4Q18 3Q18 2Q18 1Q18
Average R$ 86.11 R$ 82.59 R$ 88.58 R$ 89.18 R$ 92,66 R$ 81.72 R$ 80.57 R$ 75.71 R$ 70.78
Maximum R$ 91.70 R$ 90.08 R$ 94.50 R$ 98.43 R$ 98,14 R$ 86.68 R$ 87.51 R$ 82.15 R$ 78.99
Minimum R$ 72.04 R$ 78.00 R$ 79.80 R$ 79.14 R$ 82,77 R$ 77.76 R$ 74.60 R$ 66.48 R$ 63.92


(*) Until February 28th, 2020.


c)minimum, average and maximum price in each month for the last six (6) months


Price Mar/20(*) Feb/20 Jan/20
Average - R$ 82.75 R$ 88.86
Maximum - R$ 87.63 R$ 91.70
Minimum - R$ 72.04 R$ 84.02

(*) The preferred shares ceased its negotiation on March 2nd, 2020.




d)average price for the last ninety (90) days (from October 16th, 2019 until February 28th, 2020)


Average R$ 84.31


6.       Percentage of potential dilution resulting from the issuance


Percentage of dilution of 0.2023%.



        Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date:  June 2, 2021 By:    /s/ Jorge Faiçal            
             Name:   Jorge Faiçal
             Title:     Chief Executive Officer
     By:    /s/ Isabela Cadenassi            
             Name: Isabela Cadenassi
             Title: Investor Relations Officer


This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.