Report of Foreign Issuer (6-k)
November 09 2017 - 3:24PM
Edgar (US Regulatory)
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
under
the Securities Exchange Act of 1934
For the month of November, 2017
Commission File Number 001-35575
Cencosud S.A.
(Translation of registrant’s name into English)
Av. Kennedy 9001, Piso 6
Las Condes, Santiago
Chile
(Address of principal executive office)
Indicate by check
mark whether the registrant files or will file annual reports under
cover of Form 20-F or 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):
☐
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):
☐
On
November 3, 2017, Cencosud S.A. (“Cencosud” or the
“Company”) filed an official notice of an essential
event (
Hecho Esencial
) (an
English translation of which is attached hereto as Exhibit A) with
the Chilean Superintendency of Securities and Insurance
(
Superintendencia de Valores y
Seguros
), or SVS, relating to the announcement of a
dividend.
The
attachment contains forward-looking statements. The registrant
desires to qualify for the “safe-harbor” provisions of
the Private Securities Litigation Reform Act of 1995, and
consequently is hereby filing cautionary statements identifying
important factors that could cause the registrant’s actual
results to differ materially from those set forth in such
forward-looking statements.
The
registrant’s forward-looking statements are based on the
registrant’s current expectations, assumptions, estimates and
projections about the registrant and its industry. These
forward-looking statements can be identified by words or phrases
such as “anticipate,” “believe,”
“continue,” “estimate,”
“expect,” “intend,” “is/are likely
to,” “may,” “plan,”
“should,” “would,” or other similar
expressions.
The
forward-looking statements included in the attached involve various
risks and uncertainties, including, among others: (i) changes in
general economic, business or political or other conditions in
Chile, Argentina, Brazil, Peru, Colombia or elsewhere in Latin
America or global markets; (ii) changes in capital markets in
general that may affect policies or attitudes towards investing in
Chile, Argentina, Brazil, Peru, Colombia or securities issued by
companies in such countries; (iii) the monetary and interest rate
policies of the Central Banks of Chile, Argentina, Brazil, Peru and
Colombia; (iv) high levels of inflation or deflation; (v)
unanticipated increases in financing and other costs or our
inability to obtain additional debt or equity financing on
attractive terms; (vi) movements in interest and/or foreign
exchange rates, and movements in equity prices or other rates or
prices; (vii) changes in, or failure to comply with, applicable
regulations or changes in taxes; (viii) loss of market share or
changes in competition and pricing environments in the industries
in which the Company operates; (ix) difficulties in successfully
integrating recent and future acquisitions into the Company’s
operations; (x) the Company’s inability to hedge certain
risks economically; (xi) changes in consumer spending and saving
habits; (xii) implementation of new technologies; (xiii)
limitations on the Company’s ability to open new stores and
operate them profitably; (xiv) difficulties in completing proposed
store openings, expansions or remodeling; (xv) difficulties in
acquiring and developing land in Chile, Argentina, Brazil, Peru or
Colombia, and restrictions on opening new large stores in any such
countries; and (xvi) the factors discussed under the heading
“Risk Factors” as well as risks included in the
Company’s other filings and submissions with the United
States Securities and Exchange Commission.
Although the
registrant believes that its expectations expressed in these
forward-looking statements are reasonable, its expectations may
turn out to be incorrect. The registrant’s actual results
could be materially different from its expectations. In light of
the risks and uncertainties described above, the estimates and
forward-looking statements discussed in the attached might not
occur, and the registrant’s future results and its
performance may differ materially from those expressed in these
forward-looking statements due to, including, but not limited to,
the factors mentioned above. Because of these uncertainties, you
should not make any investment decision based on these estimates
and forward-looking statements.
The
forward-looking statements made in the attached relate only to
events or information as of the date on which the statements are
made in the attached. The registrant undertakes no obligation to
update any forward-looking statements to reflect events or
circumstances after the date on which the statements are made or to
reflect the occurrence of unanticipated events.
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.
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Cencosud
S.A.
|
|
|
|
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|
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By:
|
/s/
Sebastián
Rivera Martínez
|
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Name:
|
Sebastián
Rivera Martínez
|
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Title:
|
Legal
Manager
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Date:
November 9, 2017
Exhibit A
[English
Translation]
NOTICE OF ESSENTIAL EVENT
CENCOSUD S.A.
Securities
Registry Inscription No. 743
Santiago,
November 3, 2017
Mr.
Carlos Pavez Tolosa
Superintendent
Superintendency of Securities and Insurance
Present
Re: Interim Dividend
For
your consideration:
Cencosud S.A., a
corporation registered in the Securities Registry at number 743
(hereinafter “Cencosud” or “Company”), in
accordance with the provisions of Article 9 and the second
paragraph of Article 10, both of the Law No. 18,045 and General
Regulatory Guideline No. 30, Section 2, of the SVS, hereby gives
notice of the following essential event:
That,
by agreement of the Board of Directors it has resolved to
distribute an interim dividend of CLP$20 (twenty Chilean pesos) per
share, with a charge to earnings for the year 2017.
This
dividend will be made available to shareholders as of November 13,
2017, in the Sercor offices located at 140 El Golf Street, First
Floor, Las Condes, Metropolitana Region, from 9:00 am to 2:00 pm.
For the shareholders who have so requested, the said dividend will
be deposited into the account they have designated for this
purpose, on the same day fixed above.
Shareholders shall
be entitled to the dividend if registered in the Company’s
shareholder registry on November 7, 2017.
Sincerely
yours,
Jaime Soler Bottinelli
Chief
Executive Officer
Cencosud
S.A.
cc:
Bolsa de Comercio
de Santiago
Bolsa
Electrónica de Santiago
Bolsa
de Comercio de Valpara’so
Cencosud S.A. American Depositary Shares (Each Representing Three ) (NYSE:CNCO)
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