Business Context and Reporting Period
This Form 6-K filing by Banco Bradesco S.A. (Bank Bradesco) was submitted on November 22, 2004, for the month of November 2004. The document serves as a formal notice convening a Special Stockholders' Meeting scheduled for December 9, 2004, in Osasco, São Paulo, Brazil.
Key Financial Metrics
The filing text does not provide specific financial performance data such as revenue, profit, cash flow, margins, debt levels, or liquidity ratios for the period ending December 31, 2004. The document focuses exclusively on corporate governance actions regarding capital structure.
Material Changes and Corporate Actions
The Board of Directors proposed several material changes to the company's capital structure to be voted on at the Special Stockholders' Meeting:
- Treasury Stock Cancellation: Cancellation of 443,566 book-entry registered stocks held in treasury (443,562 common and 4 preferred) without reducing total capital stock.
- Stock Split: A 200% stock split (2 new shares for every 1 held) for both common and preferred stocks. This applies simultaneously to Depositary Receipts (DRs) in the U.S. (NYSE) and European (Latibex) markets.
- Capital Increase: An increase in Capital Stock of R$700,000,000.00, raising the total from R$7,000,000,000.00 to R$7,700,000,000.00.
- Private Subscription: Issuance of 17,500,000 new stocks (8,791,857 common and 8,708,143 preferred) at a price of R$40.00 per stock. This is a private subscription open to existing stockholders between December 27, 2004, and January 27, 2005, proportional to their holdings post-split.
- By-Law Amendment: Amendment to Article 6 of the Company's By-Laws to reflect the above changes.
Guidance, Outlook, and Risks
The filing includes a standard Forward-Looking Statements disclaimer. Management notes that statements regarding future economic circumstances, industry conditions, and company performance are based on current estimates and are subject to risks and uncertainties. There is no guarantee that expected events or trends will occur. The document does not provide specific operational guidance or commentary on market risks beyond this general disclaimer.
Investor Verification Checklist
- Verify the record date for the stock split and the private subscription rights.
- Confirm the exact number of Depositary Receipts (DRs) to be received by U.S. and European investors following the 2-for-1 split.
- Review the terms of the private subscription, specifically the R$40.00 per share price and the subscription window (Dec 27, 2004 – Jan 27, 2005).
- Check the updated total capital stock figure of R$7.7 billion post-increase.
- Confirm the cancellation of treasury shares and its impact on the total share count outstanding.