Report of Foreign Issuer (6-k)
December 26 2018 - 6:07AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN ISSUER
PURSUANT
TO RULE 13a-16 OR 15b-16 OF
THE
SECURITIES EXCHANGE ACT OF 1934
For
the month of December 2018
Commission
File Number 001-35991
GRAÑA Y MONTERO S.A.A.
|
(Exact name of registrant as specified in its charter)
|
|
GRAÑA Y MONTERO GROUP
|
(Translation of registrant’s name into English)
|
Republic of Peru
|
(Jurisdiction of incorporation or organization)
|
|
Avenida Paseo de la República 4667, Lima 34,
|
Surquillo, Lima
|
Peru
|
(Address of principal executive offices)
|
Indicate by
check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.
Form 20-F
__X__ Form 40-F ______
Indicate by
check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): [ ]
Indicate by
check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): [ ]
Indicate by
check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act
of 1934.
Yes
______ No __X__
If "Yes" is
marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): Not applicable.
December 21, 2018
We hereby inform as a Relevant Information Communication that, today
ended the Second Round of the preemptive rights of the capital increase
of Graña y Montero S.A.A. (the "Company") agreed by the General
Shareholders Meeting of November 6, 2018 (the "Capital Increase"),
having subscribed therein a total of 1’008,301 common shares issued by
the Company, which resulted in monetary contributions amounting to the
total sum of US$ 618,693.50.
Together with the common shares subscribed in the First Round of the
preemptive rights, a total of 69'380,402 common shares have been
subscribed in both rounds, equivalent to 32.75% of the total number of
common shares that the Company may issue under the terms of the Capital
Increase (as described in point 4 of the Relevant Information
Communication dated November 6, 2018). The cash contributions of the
First Round plus the cash contributions of the Second Round of the
preemptive rights amount to US $ 42'571,814.50.
After the two rounds of the preemptive rights, a total of 142'483,663
common shares issued by the Company have remained unsubscribed.
Finally, in accordance with the process set by the Board of Directors of
the Company (point 19 of the Relevant Information Communication dated
November 6, 2018), we reiterate that the common shares that have not
been subscribed after the end of the Second Round will be placed through
a Private Placement, pursuant to the first paragraph of article 5 of the
Market Securities Law.
In order to facilitate the delivery and receipt of information in
relation to the process of Private Placement of the common shares, it is
requested that any contact with the Company, or communication or
information provided to it, should be made to the following contacts:
Address:
4675 Paseo de la Republica Avenue, Surquillo, Lima –
Peru.
Contact:
Ricardo Mego Paucar, Renzo Arbocco Illescas,
Paola Pastor Aragon, Fredy Chalco Aguilar and/or Andres Villalobos
Chocano.
Phone:
213-6565 + Annexes described below:
Annexes/E-mails:
• Ricardo Mego Paucar: 6449/Ricardo.mego@gym.com.pe
• Renzo
Arbocco Illescas: 6411/Renzo.arbocco@gym.com.pe
• Paola
Pastor Aragon: 6573/Paola.pastor@gym.com.pe
• Fredy Chalco
Aguilar: 6515/Fredy.chalco@gym.com.pe
• Andres Villalobos
Chocano: 6804/Andres.villalobos@gym.com.pe
Business Hours:
Monday to Friday, from 09:00 a.m. to 06:00 p.m.
Relevant information for the Investor:
The rights to subscribe for common shares of Graña y Montero S.A.A., and
the common shares issuable upon the exercise of such rights and to be
issued in the private placement (if the entire capital increase is not
subscribed for by the end of the Second Round), have not been and will
not be registered under the U.S. Securities Act of 1933, as amended (the
“Securities Act”), or under the securities laws of any state or other
jurisdiction outside of Peru.
Such rights are being made available pursuant to applicable Peruvian law
only in Peru and may not be offered, sold, resold, transferred,
delivered or distributed, directly or indirectly, in, into or within the
United States under applicable U.S. securities laws or other
jurisdictions where prohibited. The common shares issuable upon exercise
of such rights or issued in the private placement may not be offered,
sold or subscribed for except in a transaction that is exempt from, or
not subject to, the registration requirements of the Securities Act.
This communication is not an offer to sell or a solicitation of an offer
to buy any securities in the United States or to U.S. persons.
Sincerely yours,
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.
GRAÑA Y MONTERO S.A.A.
By: /s/ LUIS FRANCISCO DIAZ
OLIVERO
Name: Luis Francisco Diaz Olivero
Title: Chief Executive
Officer
Date:
December
21, 2018
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