UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
Report
of Foreign Private Issuer Pursuant to Rule 13a-16 or
15d-16
of the Securities Exchange Act of 1934
For
the month of December 2024
Commission
File Number: 001-41736
Almacenes
Éxito S.A.
(Exact
Name as Specified in its Charter)
N/A
(Translation
of registrant’s name into English)
Carrera
48 No. 32B Sur - 139
Avenida
Las Vegas
Envigado,
Colombia
(Address
of principal executive offices)
(Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
Form
20-F: ☒ Form 40-F: ☐
EXHIBIT
INDEX
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
Date:
December 20, 2024
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Almacenes Éxito S.A. |
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|
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By: |
/s/ Ivonne Windmueller Palacio |
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Name: |
Ivonne Windmueller Palacio |
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Title: |
Chief Financial Officer |
FORWARD-LOOKING
STATEMENTS
This
document may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management’s
current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words
“anticipates”, “believes”, “estimates”, “expects”, “plans” and similar expressions,
as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of
dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future
operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking
statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is
no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors,
including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors
could cause actual results to differ materially from current expectations.
2
Exhibit 99.1
ANNOUNCEMENT OF INTENTION TO DELIST AMERICAN
DEPOSITARY SHARES FROM THE NEW YORK STOCK EXCHANGE AND SUBSEQUENT ARRANGEMENTS
Envigado, Colombia
– December 20, 2024 – Almacenes Éxito S.A. (BVC: EXITO; NYSE: EXTO; B3: EXCO32) (“Éxito”
or “the Company”) informs its shareholders and the market in general that today its Board of Directors approved the commencement
of the process to: (i) voluntarily delist its American depositary shares (“ADSs”), each representing eight common shares
of the Company, from the New York Stock Exchange (the “NYSE”); and (ii) deregister the Company’s securities under
the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”), after taking into account a number of considerations,
including the Company’s current reduced free float (13.2%), which is distributed between Colombia with 1.6%, the United States with
1.6% and Brazil with 10%, which represents an opportunity for the Company to look forward to a more efficient structure for all stakeholders.
The Company’s decision
to embark on a process to delist and deregister its securities is not driven by costs or concerns regarding compliance with the requirements
and regulations required to maintain a listing on the NYSE or the other stock exchanges where it has a presence, but rather the proposal
is focused on facilitating a more efficient structure, concentrating its float in the Colombian market, which is its natural market, to
increase the liquidity of its stock and maximize the return to all its shareholders.
The Company intends to
file a Form 25 with the United States Securities and Exchange Commission (the “SEC”) on December 30, 2024 to delist
its ADSs from the NYSE. The delisting of the ADSs from the NYSE is expected to become effective ten days thereafter. The last day of trading
of the ADSs on the NYSE is expected to be on or after January 9, 2025. From and after that date, the ADSs of the Company will no longer
be listed and traded on the NYSE.
Today the Company has
also directed JPMorgan Chase Bank N.A. (“JPMorgan”) to terminate its ADS program after delisting its ADSs from the
NYSE. Consequently, and in accordance with the terms of the deposit agreement and the ADSs, JPMorgan will provide a notice of termination
to all ADS holders containing relevant information for ADS holders regarding required actions. The effective date of the termination of
the ADS program will be January 21st, 2025. Between the delisting of the ADSs from the NYSE and the termination of the ADS
program, the ADSs may continue to be traded over-the-counter. After the termination of the ADS program, the Company does not intend to
seek a listing or registration of its securities on a U.S. national securities exchange or for their quotation in a quotation medium in
the United States. However, the Company´s common shares will continue to be traded on The Stock Exchange of Colombia – Bolsa
de Valores de Colombia (the “BVC”). The Company will also continue to comply with its information disclosure and
other obligations as a listed issuer under the relevant rules of the BVC as well as other applicable laws and regulations. The Company
is currently evaluating its performance as a foreign private issuer in Brazil to determine the alternatives for its sponsored Brazilian
depositary share (BDR) program in Brazil and will maintain its shareholders and the market in general informed of any developments in
that regard.
Once the delisting has
become effective and the criteria for deregistration have been satisfied, the Company intends to file a Form 15F with the SEC to deregister
the Company’s securities under the Exchange Act. Thereafter, all of the Company’s reporting obligations under the Exchange
Act will be suspended unless the Form 15F is subsequently withdrawn or denied. Deregistration and termination of the Company’s reporting
obligations under the Exchange Act are expected to become effective 90 days after its filing of Form 15F. Once the Form 15F is filed,
the Company will publish the information required under Rule 12g3-2(b) of the Exchange Act on its website, https://www.grupoexito.com.co.
Until such time, and for the time being, the Company will continue to be registered under Exchange Act and will continue to comply with
its reporting obligations under the Exchange Act.
The Company reserves
its rights in all respects, for any reason, to delay or withdraw the aforementioned filings prior to their effectiveness and will issue
any further announcement if required under the listing rules or other applicable laws and regulations.
Important Notice Regarding Forward-Looking Statements:
This press release contains forward-looking statements.
These statements are statements that are not historical facts, and are based on management’s current view and estimates of future economic
circumstances, industry conditions, company performance and financial results. The words “anticipates”, “believes”,
“estimates”, “expects”, “plans” and similar expressions, as they relate to the Company, are intended to
identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating
and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial
condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of
management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will
actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions,
and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.
Additional Information:
This press release is
not an offer of securities for sale in the United States, Colombia, Brazil or elsewhere. It is merely intended for information purposes,
under the terms of the applicable laws and regulations, and shall not, in any circumstances, be deemed or considered as an investment
recommendation, an offer for sale, or a solicitation or offer for acquisition of securities of the Company.
Contact Information:
For further information, please contact:
Éxito Investor Relations Department
Email: ainvestor@grupo-exito.com
Telephone: +57 (604) 604 9696 ext: 306560
Almacenes Exito (NYSE:EXTO)
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