Business Context and Reporting Period
This Form 6-K filing by Banco Bradesco S.A. (Bank Bradesco) reports a material fact regarding the minutes of Special Meeting #1,918 of the Board of Directors held on June 21, 2012. The filing covers corporate governance actions related to share repurchase programs and treasury stock management as of June 30, 2012.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on capital structure and share authorization.
- Outstanding Shares: 2,344,226,956 total (502,699,242 common; 1,841,527,714 preferred).
- Treasury Shares: 7,025,400 total (2,559,000 common; 4,466,400 preferred).
- Repurchase Authorization: Up to 15,000,000 shares (7,500,000 common; 7,500,000 preferred).
Material Changes
The Board resolved to renew the program to acquire shares for treasury, maintaining the same quantities without decreasing the Capital Stock. This renewal authorizes the acquisition of up to 15,000,000 registered book-entry shares. The filing notes that 72,000 common shares were acquired under the previous authorization between December 21, 2011, and June 21, 2012.
Guidance, Outlook, and Management Commentary
Program Details:
- Funding Source: Existing funds in the "Profits Reserves - Statutory Reserve" available for investments.
- Duration: Valid for six months, from June 25, 2012, to December 25, 2012.
- Execution: Acquisitions will be at market price mediated by Bradesco S.A. Corretora and Ágora Corretora.
- Disposition: The Board of Executive Officers will determine the timing and number of shares to acquire. Any cancellation of purchased shares requires approval by the General Shareholders' Meeting.
Risks and Contingencies: The filing does not explicitly list new risks or contingencies beyond standard regulatory compliance with CVM Instructions #10, 268, and 390.
Investor Verification Checklist
- Verify the total number of outstanding shares (2,344,226,956) against the latest quarterly financial statements.
- Confirm the availability of funds in the "Profits Reserves - Statutory Reserve" to support the repurchase program.
- Monitor market activity between June 25, 2012, and December 25, 2012, for execution of the 15,000,000 share authorization.
- Check for future announcements regarding the General Shareholders' Meeting if the Board decides to cancel treasury shares.