EXTO Almacenes Exito SA

 

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 November 2024

 

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).

 

 

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: November 14, 2024
	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.

 

 

Exhibit 99.1

 

 

Envigado, November 14, 2024

 

OTHER EVENTS

 

Almacenes Éxito S.A. (the “Company” or “Éxito”) informs its shareholders and the market in general that its controlling company Cama Commercial Group Corp (“Cama”), a subsidiary of Grupo Calleja, has requested from JP Morgan Chase Bank NA FBO Holders of DR Éxito ADR (“JP Morgan”) the cancellation of all of its American Depositary Receipts - ADRs (106,158,488), represented by 849,267,904 ordinary shares of Éxito, which were acquired in the tender offer process carried out in the United States and that led to them holding 66.44% of Éxito through JP Morgan, as reported on January 22, 2024. The ordinary shares resulting from the cancellation of ADRs were consolidated into Cama.

 

Cama continues to exercise control over Éxito as the owner of 1,127,117,641 ordinary shares, representing 86.84% of its capital.

 

Based on the above, the 25 main shareholders are:

 

#			Shareholder		Number of shares				Stake Percentage
1			CAMA COMMERCIAL GROUP CORP			1,127,117,641				86,84	%
2			ITAU UNIBANCO S.A - BDR PROGRAM			127,787,916				9,85	%
3			JPMORGAN CHASE BANK NA FBO HOLDERS OF DR EXITO ADR			21,606,176				1,66	%
4			MORENO TORRES MANUEL GUSTAVO			2,941,945				0.23	%
5			MALHOTRA ATUL			1,058,000				0.08	%
6			FEM INGENIERIA S.A.S.			858,828				0.07	%
7			COCO RESTREPO SAS			650,000				0.05	%
8			ESCANDON GUARNIZO FRANCISCO ANTONIO			389,299				0.03	%
9			VILLA FRANCO CARLOS ANDRES			349,940				0.03	%
10			MILLAN MENDEZ AIDA LUZ			335,577				0.03	%
11			URIDECA S.A.S			281,552				0.02	%
12			ZORA GARCIA ALVARO EVID			252,400				0.02	%
13			INVERSIONES SIMAN GUTIERREZ SAS			226,022				0.02	%
14			GOMEZ PRADA WILLINGTON LIZARDO			225,429				0.02	%
15			MORENO MONTOYA CARLOS MARIO			202,064				0.02	%
16			INVERSIONES SAN PETESBURGO S.A.S.			184,350				0.01	%
17			CORPORACION UNIVERSITARIA DE CATALUÑA			167,182				0.01	%
18			CABRERA GOMEZ OSCAR STEVEN			157.541				0.01	%
19			MEDINA MOLINA MILTON FREDY			148.000				0.01	%
20			CREDICORP CAPITAL COLOMBIA S.A.			140,370				0.01	%
21			AVENDAÑO ZAPATA LUIS FERNANDO			134,000				0.01	%
22			CIFUENTES DAVILA NESTOR ALEXIS			134.000				0.01	%
23			GARCIA LIBREROS ESPERANZA			133,688				0.01	%
24			TORRES PEREZ GONZALO ANDRES			121,035				0.01	%
25			SANIN ARANGO JUAN CARLOS			118.,839				0.01	%

 

Forward-Looking Statements:

 

This communication contains forward-looking statements related to a tender offer for common shares and American Depositary Shares of Éxito. Words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “project,” “predict,” “should,” “would” and “will” and variations of such words and similar expressions are intended to identify such forward-looking statements. Such statements are based on Éxito’s expectations as of the date they were first made and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied in our forward-looking statements. Such risks and uncertainties include, among others, the outcome and timing of regulatory reviews and the timing of the completion of the tender offer. Readers are cautioned not to place undue reliance on these forwardlooking statements, which speak only as of their dates. Unless as otherwise stated or required by applicable law, Éxito undertakes no obligation and does not intend to update these forward-looking statements, whether as a result of new information, future events or otherwise.

 

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