BUENOS AIRES, Argentina--(BUSINESS WIRE)--
The Board of Directors of Grupo Supervielle S.A. calls to an Ordinary
and Extraordinary Shareholders’ Meeting of the Company to be held on
July 7, 2017 at 3:00 pm at Bartolomé Mitre 434, 6th floor, of
the City of Buenos Aires, to discuss the following Agenda:
1) Appointment of two shareholders to sign the minute.
2) Increase of the corporate capital of Grupo Supervielle S.A. in the
amount of up to a nominal value of AR$145,000,000 (one hundred
forty-five million Argentine pesos), through the issuance of up to
145,000,000 (one hundred forty-five million) of new common, registered,
Class B shares of 1 (one) vote per share and nominal value of AR$1 (one
Argentine peso) each and entitled to receive dividends on an equal basis
to common, registered, Class B shares in circulation at the time of
issuance, to be offered by public subscription in Argentina or abroad.
Determination of the parameters within which the Board of Directors will
establish the issue premium. Use of proceeds.
3) Reduction of the term for the exercise of the pre-emptive rights and
accretion rights for the subscription of the new common, registered,
Class B shares up to the minimum of ten (10) days pursuant to article
194 of the General Corporations Law No. 19,550 and its amendments,
authorizing the Board of Directors, if it deems it appropriate, to
reduce it otherwise provided that the resulting term is greater than the
legal minimum.
4) Application for the authorization to make a public offering in the
capital markets in Argentina and/or abroad that the Board of Directors
may determine in a timely manner (using, as appropriate, the
registration mechanism of the securities of the Company with the
Securities and Exchange Commission under the universal “Shelf”
contemplated in the regulations of said entity) and listed in the Bolsas
y Mercados Argentinos S.A., Mercado Abierto Electrónico S.A.,
the New York Stock Exchange and/or stock exchange and/or markets in
Argentina or abroad that the Board of Directors may also determine;
5) Delegation to the Board Directors of the necessary powers for (i) the
implementation of the capital increase and the determination of the
conditions of the issuance not established by the shareholders’ meeting,
including, without limitation, the date of issuance of the shares
representing the increase, the amount of the issuance, the form of
integration, the specific use of proceeds to be given to the funds
raised in the public offering, the determination of the date of
commencement and termination of the term of preferential subscription
and accretion and authorization to the Board of Directors to resolve, if
necessary, an additional increase of up to 15% the number of shares
authorized in case of oversubscription, by virtue of article 62 of the
Capital Markets Law No. 26,831, among other issues to be determined,
(ii) the application for the public offering and the listing of the
shares (or certificates representing them) to be issued in accordance
with the capital increase previously resolved to the National Securities
Commission, the Securities and Exchange Commission of the United States
of America, Bolsas y Mercados Argentinos S.A., Mercado Abierto
Electrónico S.A., the New York Stock Exchange and/or stock exchange
and/or markets of Argentina or abroad that the Board of Directors
determines, (iii) the entering into all kind of agreements with local
and/or foreign financial institutions in order for them to subscribe and
integrate such shares for their placement in the local and/or foreign
market and to perform all necessary and/or appropriate actions in order
to implement the resolutions adopted by the present shareholders’
meeting, (iv) if necessary, the extension and/or amendment of the
current American Depositary Receipts program between the Company and the
Bank of New York Mellon as Depositary, representative of the American
Depositary Shares and delegation to the Board of Directors of the
determination of its terms, conditions and scope, and (v) the
implementation of other decisions adopted by this shareholders’ meeting
with respect to items 2, 3 and 4 of the Agenda. Authorization to the
Board of Directors to subdelegate the aforementioned powers to one or
more directors and/or managers of the Company, in accordance with the
provision of the Rules of the Argentine Securities Exchange Commission.
6) Authorization to carry out the necessary procedures and filings to
obtain the approvals, administrative conformities and registrations, in
accordance with the resolutions adopted hereby.
Note 1: In considering topics referred to
in 3, 4 and 5 of the Agenda, the shareholders’ meeting will be held as
an extraordinary meeting.
Note 2: The shareholders are reminded that,
in order to attend the shareholders’ meeting, they shall deposit the
certificates of the accounts of the registered shares issued for such
purpose by Caja de Valores, for their registration in the Book of
Attendance until July 3rd, 2017 inclusive, between 10:00 am
and 5:00 pm in Bartolomé Mitre 434, 6th floor, Buenos Aires.
Note 3: Pursuant to article 22 Chapter II,
Title II of the Rules of the Argentine Securities Exchange Commission
(2013), at the time of the registration to participate in the
shareholders’ meeting, the owner of the shares shall: (i) provide the
following information: name and last name or full corporate name, type
and number of ID document of the natural persons or registration
information of the legal entities with express indication of the
Registry where they are registered and of their jurisdiction and
domicile with indication of whether they are natural persons or legal
entities. The same information shall be provided in the case of those
who attend the meeting as representative of a shareholder; and (ii) the
shareholders who are trusts, foundations or any similar legal entity
shall present the documentation required by article 26 of Chapter II,
Title II of the Rules of the National Securities Commission, as well as
companies incorporated abroad, which shall be registered with the
respective Public Registry in the terms of articles 118 or 123 of Law
No. 19,550 and its amendments, as appropriate.
Note 4: The documentation to be considered
by the shareholders’ meeting is available to the shareholders: i) at the
Legal Office, located at Bartolomé Mitre 434, 6th floor, East
Side, of the City of Buenos Aires; and ii) via e-mail to AsuntosSocietarios@supervielle.com.ar.
THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER OR SALE OF SECURITIES
About Grupo Supervielle S.A. (NYSE: SUPV) (BCBA: SUPV)
Grupo Supervielle S.A. (“Supervielle”) is a universal financial services
group located in Argentina that owns the fifth largest private
domestically-owned bank in terms of assets. Headquartered in Buenos
Aires, Supervielle offers retail and corporate banking, treasury,
consumer finance, insurance, asset management and other products and
services nationwide to a broad customer base including: individuals,
small and medium-sized enterprises and medium to large-sized companies.
With origins dating back to 1887, Supervielle operates through a
multi-brand and multi-channel platform with a strategic national
footprint. As of March 31, 2017, Supervielle had total assets of AR$64.5
billion under Argentine Banking GAAP, 321 access points and over 2
million customers. Grupo Supervielle had 363,777,615 shares outstanding
and a free float of 46.2% as of March 31, 2016 while 8.032.032 class B
shares are pending from regulatory approval.
For information about Grupo Supervielle, visit www.gruposupervielle.com.
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Source: Grupo Supervielle S.A.