Business Context and Reporting Period
Company: CEMENTOS PACASMAYO S.A.A. (Pacasmayo Cement Corporation)
Filing Type: Form 6-K (Report of Foreign Issuer)
Date: September 24, 2018
Reporting Period: Relevant event regarding a Board of Directors session held on September 21, 2018.
Context: The filing communicates the approval of a dividend distribution plan utilizing retained earnings from the fiscal year ended December 31, 2014, as authorized by the Annual Compulsory Shareholders Meeting on March 27, 2018.
Key Financial Metrics
This filing focuses on capital distribution rather than operational performance metrics. No revenue, profit, cash flow, or debt figures for the current period are provided.
- Dividend Per Share: S/ 0.3770 (Peruvian Soles) for both Common and Investment shares.
- Dividend Per ADR: S/ 1.885 (based on a 1 ADR = 5 common shares ratio).
- Total Dividend Pool (Gross): S/ 174,983,548.31.
- Treasury Share Adjustment: S/ 13,587,267.37 (dividends on 36,040,497 treasury shares retained in equity).
- Net Distributable Amount: S/ 161,396,280.94.
- Share Count: 423,868,449 Common Shares; 40,278,894 Investment Shares.
Material Changes
The filing does not report material changes in operational performance, revenue, or debt levels compared to prior periods. The primary material event is the formal declaration of a dividend payout from historical retained earnings (2014) that had been previously authorized but not yet distributed.
Guidance, Outlook, and Management Commentary
Management Commentary: The Board of Directors unanimously approved the distribution. The dividend represents 25.11% of the total retained earnings as of December 31, 2014. Excluding dividends paid in 2015, 2016, and 2017, this payout represents 85.16% of the remaining balance of those retained earnings (76.51% if treasury shares are included).
Payment Mechanics:
- Common Shares (CPACASC1): Registration Date: November 9, 2018; Distribution Date: November 29, 2018.
- Investment Shares (CPACASI1): Registration Date: November 9, 2018; Distribution Date: September 29, 2018.
- ADR Program: Funds will be transferred to CAVALI in Soles and deposited with JP Morgan Chase Bank N.A. for conversion to USD. The final USD amount is subject to daily exchange rate variations on the payment date.
Risks and Contingencies: The filing notes that the final dividend factor for the American market is subject to currency exchange rate fluctuations.
Investor Verification Checklist
- Verify the record date (November 9, 2018) to ensure eligibility for the dividend.
- Confirm the specific distribution dates for Common Shares (Nov 29) versus Investment Shares (Sep 29).
- Monitor the exchange rate on the payment date to determine the exact USD value of the ADR dividend.
- Note that this dividend is sourced from 2014 retained earnings, not current 2018 earnings.