Business Context and Reporting Period
This Form 6-K filing by Grupo Supervielle S.A. (the "Company") is dated June 27, 2017. The document serves as an English translation of a notice submitted to the Comisión Nacional de Valores (CNV) regarding a capital increase via the issuance of new Class B common book-entry shares. The filing details the terms of a preemptive subscription offer approved by the Shareholders' Meeting on April 27, 2017.
Key Financial Metrics and Capital Structure
- Capital Increase: The Company plans to issue up to 8,032,032 new Class B shares with a par value of AR$ 1 each.
- Subscription Price: AR$ 49.91 per share.
- Allocation: 4,321,208 shares are reserved for a Contributor in consideration of a Contribution-in-Kind. 3,710,824 shares are offered to existing shareholders via preemptive rights.
- Post-Issuance Capital: Assuming 100% subscription, total capital stock will increase from AR$ 363,777,615 to AR$ 371,809,647 (an increase of approximately 2.21%).
- Share Structure: Post-issuance, the Company will have 126,738,188 Class A shares (5 votes each) and 245,071,459 Class B shares (1 vote each).
- Financial Performance: The filing does not provide specific revenue, profit, cash flow, or margin figures for the period. It states there were no significant changes in the Company's financial situation following the March 31, 2017 financial statements.
Material Changes and Subscription Terms
The primary material change is the authorized increase in share capital. The subscription process includes the following key terms:
- Subscription Period: July 3, 2017, to July 12, 2017.
- Proportional Ratio: Shareholders may subscribe to 1 new share for every 45.290857282 outstanding shares held.
- Accretion Right: Shareholders may subscribe to additional shares not taken up by other preemptive right holders.
- Integration: Payment is due within three business days of the Award Date (July 12, 2017). Failure to pay results in the loss of subscription rights.
- Unsubscribed Shares: Any shares not subscribed via preemptive or accretion rights will not be offered to the public; the authorization for the public offering will be cancelled.
Outlook, Risks, and Management Commentary
Management confirms that, aside from the capital increase, there were no significant additional changes to the Company's financial or economic situation after the quarter ended March 31, 2017. The filing notes that the CNV authorization does not constitute a judgment on the data's veracity, which remains the responsibility of the Company's administrative and surveillance bodies. The New Shares do not have a risk rating assigned at the time of issuance.
Investor Verification Checklist
- Verify the final subscription results and the actual number of shares issued once the subscription period closes on July 12, 2017.
- Confirm whether the Contribution-in-Kind was successfully executed and the corresponding shares delivered to the Contributor.
- Review the full Prospectus dated June 23, 2017, for detailed terms and conditions not summarized in this notice.
- Monitor the Company's website and the Buenos Aires Stock Exchange (BCBA) for the "Notice of Results" regarding the integration date and issue date.
- Check for any subsequent filings regarding the cancellation of the public offering authorization if the subscription is not fully subscribed.