Aviso de Derechos para emisoras del SIC
FECHA: 08/03/2021
BOLSA MEXICANA DE VALORES, S.A.B DE C.V, INFORMA:
FOLIO DE REFERENCIA DEL EVENTO CORPORATIVO 137412
FOLIO DE REFERENCIA INDEVAL 259318C004
TIPO DE MENSAJE Replace
COMPLETO / INCOMPLETO COMPLETE
CONFIRMADO / NO CONFIRMADO CONFIRMED
CLAVE DE COTIZACIÓN CBD
RAZÓN SOCIAL COMPANHIA BRASILEIRA DE DISTRIBUICAO GRUPO PAO DE ACUCAR
SERIE N
ISIN US20440T3005
MERCADO PRINCIPAL NEW YORK STOCK EXCHANGE
TIPO DE EVENTO SPIN-OFF
MANDATORIO / OPCIONAL / VOLUNTARIO Mandatory
FECHA EXDATE 08/03/2021
FECHA REGISTRO 02/03/2021
DUE BILL OFF DATE 09/03/2021
OPCIÓN 1
TIPO Security
DEFAULT true
TRANSACCIÓN Cash Movement
CREDIT / DEBIT Debit
FECHA DE PAGO 05/03/2021
Bolsa Mexicana de Valores S.A.B. de C.V. 1
Aviso de Derechos para emisoras del SIC
FECHA: 08/03/2021
FEE USD 0.03
TRANSACCIÓN Securities Movement
CREDIT / DEBIT Credit
FECHA DE PAGO 05/03/2021
AdditionalQuantityForExistingSecurities RATIO 1 / 1
NewIssue
VALORES A RECIBIR US81689T1043
NOTAS DEL EVENTO CORPORATIVO
NOTA
(24/02/2021)
Companhia Brasileira de Distribuicao – Distribution Symbol: CBD
Companhia Brasileira de Distribuicao (CBD) has announced a distribution of (New) Sendas Distribuidora S.A. (ASAI) American Depositary Shares. The distribution ratio is 1.0 of an ASAI share for each CBD share held. The NYSE has set March 8, 2021, as the ex-distribution date for this distribution.
Sendas Distribuidora S.A. American Depositary Shares will begin trading on a when issued basis on March 1, 2021 on the NYSE under the trading symbol “ASAI WI” and are anticipated to begin trading regular way on March 8, 2021, under the trading symbol “ASAI”.
(22/02/2021)
For the settlement of this “Spin-Off”, the Record Date and Payment Date will be affected by the Interim Period that commences on Record Date +1 (March 3, 2021) and ends on Due Bill Redemption Date (March 9, 2021).
Due to the above mentioned, the original key dates will change. The dates that Indeval will apply for this corporate action are:
Ex-date: March 8, 2021 Due Bill Redemption Date: March 9, 2021 Record Date: March 9, 2021 Payment Date: March 10, 2021
Security Name: Companhia Brasileira de Distribuicao (CBD) - ADR - Spin Off – Announcement CUSIP: 20440T300
Please be advised of the following Corporate Action information for the above noted Depositary Receipt (DR) program(s):
Corporate Action Type: Spin Off with DR Distribution Spin Off Issuer Name: Companhia Brasileira de Distribuicao Spin Off DR CUSIP: 20440T300 Spin Off DR Ticker: CBD DR Distribution Rate: 1 new DR(s) issued for every 1 existing DR held on DR Record Date
Bolsa Mexicana de Valores S.A.B. de C.V. 2
Aviso de Derechos para emisoras del SIC
FECHA: 08/03/2021
Tax Withholding Rate: N/A Underlying Share Record Date: February 26, 2021 Underlying Share Payment Date: March 03, 2021 DR Record Date: March 02, 2021 DR Payment Date: March 05, 2021 DR Issuance and Cancellation Books closed Date: March 01, 2021 DR Issuance and Cancellation Books reopen Date: March 11, 2021 Fees: Issuance fee: $0.03 per DR issued New Security Cusip: 81689T104 New Security Symbol: ASAI New Security Name: Sendas Distribuidora S.A.
The Issuer has announced a Spin Off Distribution in the local market. Existing DRs will continue to be valid and will not have to be exchanged for new DRs.
Kindly note the anticipated Trading Schedule for the CBD and ASAI ADSs:
March 1 CBD “Regular Way” market begins trading with “Due-Bills” “CBD WI” (Ex-Distribution) market begins “ASAI WI” (Sendas “When- Issued”) trading March 5 Last day of trading for both CBD WI and Sendas WI March 8 CBD Ex-Date (begin to trade without the Distribution value) ASAI begins “Regular Way” trading “CBD WI” and “ASAI WI” are suspended March 10 “When Issue” Trades Settlement Date March 11 “Regular Way” Trades Settlement Date
Companhia Brasileira de Distribuição (“GPA”) and Sendas Distribuidora S.A. (“Sendas”), pursuant to Article 157 of the Brazilian Law No. 6,404/1976 and CVM Instruction 358/2002, hereby informs its shareholders and the market, in continuity with the disclosures previously made by each of the companies, that: (i) on February 10, 2021, it was approved the request for listing and admission to the trading of Sendas shares in the Novo Mercado segment of the B3 S.A. – Brasil, Bolsa, Balcão (“B3”); and (ii) on February 12, 2021, it was approved the request for listing of Sendas American Depositary Securities (“ADSs”) representing its common shares on the New York Stock Exchange (“NYSE”), (jointly, the “Listings”).
The Listings take place in the context of the corporate reorganization of GPA and Sendas, approved at Extraordinary Shareholders’ Meetings of both companies, held on December 31, 2020, which approved (i) Sendas’ partial spin-off, with the purpose of segregating the participation of Sendas in Almacenes Éxito SA and the transfer of certain operating assets, with the incorporation of the spun-off portion into GPA; and (ii) GPA’s partial spin-off, aiming to segregate the total shareholding interest that GPA holds in Sendas, and the delivery of the common shares issued by Sendas that are currently owned by GPA directly to GPA’s shareholders, at a ratio of one common share of Sendas for each common share issued by GPA.
GPA’s shareholders will receive, after the close of trading on February 26, 2021 (“Cut-off Date”), shares issued by Sendas, in proportion to their respective holdings in the capital stock of GPA. The common shares issued by GPA will be traded “with the right to receive shares issued by Sendas” under the ticker symbol “PCAR3” until the Cut-off Date, whilst as of March 1, 2021, GPA’s common shares will be traded “ex-distribution”, without the right to receive Sendas shares in the distribution and Sendas shares will be traded in the Novo Mercado segment under the ticker symbol “ASAI3”.
Sendas ADSs will be traded on the NYSE as of March 1, 2021 and continue up to and including March 5, 2021 on a “when-issued” basis under the ticker symbol “ASAI WI”. Sendas ADSs are expected to commence “regular-way” trading on March 8, 2021, under the ticker symbol “ASAI”.
Companhia Brasileira de Distribuição (B3: PCAR3; NYSE: CBD) (“CBD”) and Sendas Distribuidora S.A. (“Sendas”) announce that on February 19, 2021, the Securities and Exchange Commission (“SEC”) declared effective the Registration Statement on Form 20-F (the “Registration Statement”) relating to the spin-off of Sendas to the shareholders of CBD (the “Spin-Off”) pursuant to the terms described in the Registration Statement.
The Spin-Off was previously approved by the shareholders of CBD, and CBD as the sole shareholder of Sendas, at extraordinary shareholders’ meetings held on December 31, 2020.
In connection with the Spin-Off, each holder of CBD common shares will receive one Sendas common share for each CBD common share held at close of trading on February 26, 2021 (the “Brazilian Record Date”), on the B3 S.A. – Brasil, Bolsa, Balcão (“B3”). Beginning on March 1, 2021, Sendas common shares are expected to commence trading on a standalone basis on the B3 under the ticker symbol “ASAI3”. On that date, CBD common shares will trade on the B3 “ex-distribution,” without the right to receive Sendas shares in the distribution. The distribution of Sendas common shares in Brazil is expected to settle on March 3, 2021 (the “Brazilian Distribution Date”).
Bolsa Mexicana de Valores S.A.B. de C.V. 3
Aviso de Derechos para emisoras del SIC
FECHA: 08/03/2021
Each holder of American Depositary Shares (“ADSs”) of CBD (each representing one CBD common share) will be entitled to receive one newly-issued Sendas ADS (each representing one Sendas common share) for each CBD ADS held at close of trading on March 2, 2021 (the “ADS Record Date”), on the New York Stock Exchange (“NYSE”). The distribution of Sendas ADSs is expected to occur on March 5, 2021 (the “ADS Distribution Date”).
Sendas ADSs are expected to begin trading on a “when-issued” basis on the NYSE from market open on March 1, 2021 and continue up to and including March 5, 2021, under the ticker symbol “ASAI WI”. Trades in the “when-issued” market are expected to settle on March 10, 2021. Sendas ADSs are expected to commence “regular-way” trading on a standalone basis on the NYSE at market open on March 8, 2021, under the ticker symbol “ASAI”. Trades in the “regular-way” market are expected to settle within the standard settlement cycle, which is the second business day after the trade.
Beginning on March 1, 2021 (the day prior to the ADS Record Date), and continuing through the close of trading on the NYSE on March 5, 2021 (the ADS Distribution Date), the markets for CBD ADSs will be the following:
CBD ADS “regular-way” market (NYSE: CBD): CBD ADSs that trade in the “regular-way” market will trade with “due bills,” which are entitlements to Sendas ADSs to be distributed in the Spin-Off. Any holders of CBD ADSs who sell CBD ADSs the “regular-way” between March 1, 2021 and March 5, 2021 will also be selling their right to receive Sendas ADSs in connection with the Spin-Off. Trades in the “regular-way” market are expected to settle within the standard settlement cycle, which is the second business day after the trade.
CBD ADSs “ex-distribution” market (NYSE: CBD WI): CBD ADSs that trade in the “ex-distribution” market will trade without an entitlement to Sendas ADSs to be distributed in the Spin-Off. Any holders of CBD ADSs as of the ADS Record Date who sell CBD ADSs in the “ex- distribution” market between March 1, 2021 and March 5, 2021 will still receive Sendas ADSs in connection with the Spin-Off. Trades in the “ex-distribution” market are expected to settle on March 10, 2021.
JPMorgan Chase Bank, N.A., as CBD ADS Depositary, will suspend the issuance and cancellation of CBD ADSs from the close of business on February 26, 2021 until the close of business on March 10, 2021. This means that during this time, holders of CBD ADSs will not be able to surrender their CBD ADSs and receive underlying CBD common shares, and holders of CBD common shares will not be able to deposit their CBD common shares and receive CBD ADSs. However, the closing of the issuance and cancellation books does not impact trading, and holders of CBD ADSs may continue to trade their CBD ADSs during this period.
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