Pampa Energy Inc 6-K, filed Sep 30, 2021
Pampa Energy Inc. (PAM)
About this 6-K
Pampa Energy Inc filed this 6-K on September 30, 2021.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN
ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
SECURITIES EXCHANGE ACT OF 1934
For the month of September, 2021
(Commission File No. 001-34429),
PAMPA ENERGIA S.A.
(PAMPA ENERGY INC.)
Argentina
(Jurisdiction of incorporation or organization)
Maipú 1
C1084ABA
City of Buenos Aires
Argentina
(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 ___X___ Form 40-F ______
(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): 82- .)
This Form 6-K for Pampa Energía S.A. (“Pampa” or the “Company”) contains:
SIGNATURE
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: September 30, 2021
| Pampa Energía S.A. | ||
| By: |
/s/ Gustavo Mariani |
|
|
Name: Gustavo Mariani Title: Chief Executive Officer |
||
FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture 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 a ctually 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.
Buenos Aires, September 30th, 2021.
COMISIÓN NACIONAL DE VALORES
BOLSAS Y MERCADOS ARGENTINOS S.A.
Ref.: Relevant Event. Capital reduction.
Dear Sirs,
I am writing in my capacity as Head of Market Relations of Pampa Energía S.A. (“Pampa”) to inform that the General Ordinary and Extraordinary Shareholders’ Meeting, in accordance with article 220 item 1 of the Corporations Act, approved a capital reduction of AR$ 12,513,675 by way of cancellation of 12,513,675 book-entry, ordinary shares, of a nominal value of AR$ 1 each and carrying one vote per share. As a consequence, the capital stock will be reduced from AR$ 1,398,919,655 to AR$ 1,386,405,980.
Sincerely,
________________________________
María Agustina Montes
Head of Market Relations
Buenos Aires, September 30th, 2021
Bolsas y Mercados Argentinos S.A.
Comisión Nacional de Valores
Ref.: Relevant Event. Appointment of directors.
Dear Sirs,
I am writing to Bolsas y Mercados Argentinos S.A. and the National Securities Commission (‘Comisión Nacional de Valores’) in my capacity as Head of Market Relations of Pampa Energía SA (‘Pampa’ or the ‘Company’) to inform that, on the date hereof, the Company’s Shareholders Meetings appointed: (i) Messrs. Maximiliano Sebastián Ramírez, in replacement of Mr. Haroldo Montagú, and María Agustina Montes, in replacement of Mrs. Victoria Hitce, as Alternate Directors to complete Mr. Montagú and Mrs. Hitce terms; and (ii) Mr. Germán Wetzler Malbrán as Alternate Member to fill the vacancy in the Supervisory Committee.
Sincerely,
María Agustina Montes
Head of Market Relations
Buenos Aires, September 30th, 2021
COMISIÓN NACIONAL DE VALORES
BOLSAS Y MERCADOS ARGENTINOS
Ref.: General Ordinary and Extraordinary Shareholder´s Meeting dated as of September 30, 2021.
Dear Sirs,
I am writing to Bolsas y Mercados Argentinos (“ByMA”) and the National Securities Commission (“Comisión Nacional de Valores” or "CNV"), in my capacity as Responsible for Market Relations of Pampa Energía S.A. (de “Company”) in accordance with article 4, Chapter II, Title II of the CNV Regulations and article 79 of the ByMA Listing Regulation.
To this regard, below is a summary of the resolutions adopted by the Company’ Ordinary and Extraordinary General Shareholders Meeting that took place on September 30, 2021 (hereinafter the “Shareholders Meeting”), which was virtually held under the terms of article 30 of the Bylaws:
Item 1: The Shareholders Meeting, by a majority equivalent to 99.99% of the computable votes resolved to appoint the representatives of the shareholders Fondo de Garantía de Sustentabilidad in charge of the Administración Nacional de la Seguridad Social (“ANSES”) and JP Morgan Chase Bank – ADR (“JPM”) to sign the minute of the Shareholders Meeting.
Item 2: The Shareholders Meeting, by a majority equivalent to 99.99% of the computable votes resolved to elect Messrs. Maximiliano Sebastián Ramírez and María Agustina Montes as alternate members of the Board of Directors.
Item 3: The Shareholders Meeting, by a majority equivalent to 99.62% of the computable votes resolved to elect Mr. Germán Wetzler Malbrán as alternate member to fill the vacancy in the Supervisory Committee.
Item 4: The Shareholders Meeting, by a majority equivalent to 99.99% of the computable votes resolved to approve reduction of stock capital of AR$12,513,675, that is from AR$1,398,919,655 to AR$1,386,405,980 and cancellation of 12,513,675 ordinary, book-entry shares of $1 par value each and entitled to 1 vote per share, in accordance with article 220 item 1 of the Corporations Act. As a consequence, the capital stock will be reduced from AR$ 1,398,919,655 to AR$ 1,386,405,980.
Item 5: The Shareholders Meeting, by a majority equivalent to 99.97% of the computable votes resolved to approve (i) the creation of a new Company’s Global Notes Program for an amount of up to US$ 2,000,000,000 (U.S. Dollars two billion) (or the equivalent thereof in other currencies or value units) that enables the issuance of non-convertible and/or convertible notes; and (ii) delegate to the Board of Directors the most ample powers to, without any subsequent ratification by a Meeting of Shareholders, (i) determine all the terms and conditions of the Notes Program (including, without limitation, the time, price, form and terms of payment of the Notes, currency and use of proceeds), of the frequent issuer prospectus and of the different classes and/or series of notes to be issued under the above-mentioned documents, the Board being also able to modify the terms and conditions approved by the Meeting, to the extent permitted by the applicable law; (ii) approve, enter into, execute and/or subscribe any agreement, contract, document, instrument and/or security in relation to the Notes Program, the frequent issuer prospectus, the renewal or
extension of the term of this documents, and/or the issuance of the different classes and/or series of notes thereunder, including without limitation any prospectus, supplement, contract or document, a firm placement agreement with a broker, with the capacity to file or conduct any applications, proceedings and/or steps with the Argentine Securities Commission and/or Mercado de Valores, the Buenos Aires Stock Exchange, Mercado Abierto Electrónico, the Securities and Exchange Commission or other stock exchanges or securities markets, as determined from time to time by the Board of Directors or any persons authorized by the Board of Directors in relation to the Notes Program, the frequent issuer prospectus and/or the notes issued thereunder; and (iii) subdelegate to one or more of its members and/or one or more persons designated by them from time to time all the powers and authority referred to in items (i) and (ii) above. The subdelegates are authorized to carry out all acts and diligences that are directly or indirectly related with what is considered in this item of the Agenda, being the above-mentioned capacities just examples and not limitations.
Item 6: The Shareholders Meeting, by a majority equivalent to 99.99% of the computable votes resolved to authorize Gabriel Cohen, Patricio Benegas, Daniel Hanna, Julieta Castagna, Francisca Turri, Carolina Sigwald, Gerardo Paz, Agustina Montes, Maite Zornoza, Eugenia Sanchez Nuin, Juan Manuel Recio, Débora Tortosa Chavez, Mabel Beratta, Diego Alexi, Luis León, María José Maure Bruno, Micaela Saieg, Martín Gardella, Paula Devotto, Fabiana Vidal, Alejandra Brasesco, Fernando Villarruel, Mauricio Penta, Martín García Arango, Fernando Rizzi, Vanesa Russo, Diego Salaverri, Roberto Lizondo, Martín Fernández Dussaut, Tomás Arnaude, Pablo Fernández Pujadas, Marcos Linares, Josefina Ryberg, Natalia Ostropolsky, Lucía De Miceu, Guido Aiassa, Fiamma Toto Ruá, Delfina Meccia, María Belén Paoletta, Juan Ignacio Ríos Escobar, Camila Mindlin, Carolina Colombo, Esperanza Niez, Ailén Crespo Azconzábal, Sofía Seoane and/or Joaquina Paoloni to register any resolutions that may be approved by such Meeting of Shareholders and perform any proceedings that may be required before the relevant agencies.
Sincerely.
María Agustina Montes
Head of Market Relations