Business Context and Reporting Period
Company: Transportadora de Gas del Sur S.A. (TGS)
Filing Type: Form 6-K (Report of Foreign Issuer)
Date: March 23, 2017
Subject: Rectification of results regarding a mandatory public offer for Class B common shares and American Depositary Shares (ADS) following a change of control. The filing corrects an administrative error by the US Offer Agent regarding the number of ADSs accepted.
Key Financial Metrics
This filing is a material fact report regarding a corporate transaction and does not contain standard financial performance metrics (revenue, profit, cash flow, margins, debt, or liquidity). The only financial data provided relates to the settlement of the share offer:
- Local Offer Settlement Amount: 73,615.17 Argentine Pesos
- US Offer Settlement Amount: 246,669.31 USD
- Settlement Date: March 22, 2017
Material Changes Versus Prior Period
The filing details a correction to the previously reported results of the public offer announced on March 15, 2017:
- US Offer Correction: Due to an error by the US Offer Agent, 33,264 ADSs were omitted from the initial report.
- Initial Reported ADSs: 8,853.542762
- Corrected ADSs: 42,117.542762
- Local Offer: 4,003 Shares were accepted (approximately 0.0005% of share capital).
- US Offer: 42,117.542762 ADSs were accepted (approximately 0.027% of share capital).
Guidance, Outlook, and Ownership Changes
Ownership Structure: Upon liquidation of the offers, the Offerors (Grupo Inversor Petroquímica S.L., WST S.A., and PCT LLC) will directly and indirectly hold shares representing 25.527% of the total share capital and voting rights of TGS.
Management Commentary: The filing confirms the rectification was necessary due to a mistake by the US Offer Agent and requests the publication of the corrected results as a material fact.
Risks and Contingencies: The filing notes that the authorization by the Comisión Nacional de Valores (CNV) only confirms that information requirements were met and does not constitute an opinion on the contents of the prospectus.
Important Facts for Investor Verification
- Verify the updated ownership percentage of the Offerors (25.527%) following the corrected offer results.
- Confirm the settlement of the US Offer for 42,117.542762 ADSs at a total cost of $246,669.31 USD.
- Note that the filing does not provide operational or financial performance data for the company.
- Review the original prospectus dated February 6, 2017, for full terms and conditions of the offer.