Business Context and Reporting Period
This Form 6-K filing by Transportadora de Gas del Sur S.A. (TGS) is dated January 13, 2017. The report serves to inform the U.S. Securities and Exchange Commission (SEC) and shareholders that TGS has filed a Schedule 14D-9 Solicitation/Recommendation Statement regarding a tender offer.
Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This document is a procedural notice regarding a corporate transaction and does not contain financial performance data.
Material Changes
The material event disclosed is the commencement of a tender offer by a group of Offerors (Grupo Inversor Petroquímica S.L., WST S.A., and PCT LLC) on December 30, 2016. The Offerors are proposing to purchase Class B Shares and American Depositary Shares (ADSs). The maximum number of Class B Shares (including those represented by ADSs) the Offerors will purchase is capped at 194,651,345.
Guidance, Outlook, and Risks
Management has filed a Schedule 14D-9 to provide its recommendation to shareholders regarding the tender offer. The filing urges U.S. Holders of Class B Shares and ADS holders to read both the Tender Offer Statement (Schedule TO) filed by the Offerors and the Schedule 14D-9 filed by TGS. These documents contain the terms, conditions, and risks associated with the offer. No specific financial guidance or operational outlook is provided in this text.
Key Facts for Investor Verification
- Tender Offer Cap: The Offerors will not purchase more than 194,651,345 Class B Shares in total.
- Offer Scope: The offer targets both U.S. Holders (Class B Shares and ADSs) and includes a concurrent Argentine Offer.
- Offerors: The bid is led by Grupo Inversor Petroquímica S.L. (Spain), WST S.A. (Argentina), and PCT LLC (Delaware).
- Documentation: Investors should review the Schedule 14D-9 on the company website (www.tgs.com.ar) and the Tender Offer Statement on the SEC website (www.sec.gov) for the full recommendation and offer terms.