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 of the Securities Exchange Act of 1934
For the month of August 2023
Commission File Number: 001-41736
Almacenes Éxito S.A.
(Exact Name as Specified in its Charter)
N/A
(Translation of registrant’s name into English)
Carrera 48 No. 32B Sur - 139
Avenida Las Vegas
Envigado, Colombia
(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: ☒ Form 40-F: ☐
EXHIBIT INDEX
Exhibit Number | Description of Document | |
99.1 | Material Fact (English translation). |
1
SIGNATURES
Pursuant to the requirements 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: August 25, 2023
Almacenes Éxito S.A. | ||
By: | /s/ Ivonne Windmueller Palacio | |
Name: | Ivonne Windmueller Palacio | |
Title: | Chief Financial Officer |
FORWARD-LOOKING STATEMENTS
This document may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management’s current view and estimates of future 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.
2
Exhibit 99.1
Envigado, August 25, 2023
NOTICE TO BDRs AND ADRs HOLDERS
Possibility of Conversion of Éxito BDRs and ADRs without Charging Fees
Almacenes Éxito S.A. (“Éxito”), within the scope of the segregation of its businesses with Companhia Brasileira de Distribuição (“GPA” and “Transaction”, respectively), hereby inform the following.
I. Delivery of Éxito’s BDRs and ADRs and Possibility of Conversion
According to the disclosures made by Éxito on August 8, 2023, the holders of common shares issued by GPA registered in their records on the base date of August 22, 2023, will receive, on this date, the credit of Brazilian Depositary Receipts Level II backed by shares issued by Éxito (“BDRs”), observing the ratio of 1 BDR for each share of GPA.
Holders of GPA’s American Depositary Receipts (“ADRs”), in turn, will receive one Éxito ADR for every two GPA ADRs on August 28, 2023.
GPA shareholders who receive Éxito’s BDRs and ADRs may, according to the schedule below, request the conversion of their BDRs into ADRs or into shares issued by Éxito and GPA ADR holders may request the conversion of their ADRs into BDRs or into shares issued by Éxito, observing the procedure described in item III below.
Conversions requested up to October 2, 2023, inclusive, will be carried out without the respective depositaries charging a cancellation fee or a fee for the issuance of BDRs and ADRs, as the case may be. For conversions requested after this date, the cancellation and issue fees in force will be charged by the depositaries.
Timetable for Conversion without Charging Fees
Convertion | Starting Date | Final Date | ||
BDRs to shares | August 25th, 2023 | October 2nd, 2023 | ||
BDRs to ADRs | September 1st, 2023 | October 2nd, 2023 | ||
ADRs to shares | September 1st, 2023 | October 2nd, 2023 | ||
ADRs to BDRs | September 1st, 2023 | October 2nd, 2023 |
II. Procedures for the Conversion
Holders of Éxito’s BDRs who are interested in converting their BDRs into shares or ADRs may convert them by providing instructions for cancellation of their BDRs and subsequent conversion to their local broker(s).
Holders of Éxito’s ADRs who are interested in converting their ADRs into shares or BDRs may convert them by providing instructions for cancellation of their ADRs and subsequent conversion by completing the conversion request form provided by the ADR depositary, J. P. Morgan Chase Bank, N.A.
For further details regarding the conversion procedure, holders of Éxito’s BDRs should consult their brokers or other advisors, and holders of ADRs should consult the ADR’s depositary, J. P. Morgan Chase Bank, N.A. at DR_Settlements@jpmorgan.com.