Pampa Energy Inc 6-K, filed May 11, 2022
Pampa Energy Inc. (PAM)
About this 6-K
Pampa Energy Inc filed this 6-K on May 11, 2022.
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 May, 2022
(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: May 11, 2022
| 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.
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City of Buenos Aires, May 11st, 2022
COMISIÓN NACIONAL DE VALORES
BOLSAS Y MERCADOS ARGENTINOS S.A.
Ref.: Relevant Event. Acquisition of own Shares in the terms of art. 64 of the Capital Market Law and the National Securities Commission regulations.
Dear Sirs,
We are addressing to you, in accordance with article 11 of Chapter I, Title II and article 2, Chapter I, Title XII of the National Securities Commission (“Comisión Nacional de Valores” or “CNV”) Regulations (AR 2013), to inform that, on the date hereof, the Board of Directors of Pampa Energía S.A. (the “Company” or “Pampa”) approved the repurchase of own shares, in accordance with Article 64 of Law 26.831 and the CNV Regulations. Below it is described the terms and conditions:
1. Purpose: Contribute to the reduction of the difference between the Company’s fair value based on its assets value and the quoted price from stock exchange, seeking to strengthen the market by efficiently applying the Company’s strong cash position; and/or to the delivery of shares as payments under the Stock-based Compensation Plan approved by Pampa’s Board of Directors on February 8, 2017 and ratified by the Shareholders Meeting on April 7, 2017.
2. Maximum amount to repurchase: US$30,000,000 (Thirty million United States Dollars) or the lower amount that reaches the repurchase of 10% of Pampa’s capital stock. The repurchase amount shall never surpass the limit referred to in item 6.
3. Maximum amount of Pampa shares or maximum percentage of Pampa’s capital stock subject to the repurchase: Repurchased shares in treasury shall never surpass the limit of 10% of Pampa’s capital stock. In accordance with Article 64 of Law 26.831, the shares to be acquired will be fully paid-in.
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4. Daily limit of the transactions in the Argentine Market: According to regulations, the daily quantity of shares to be repurchased in the Argentine Market shall be up to 25% of the share’s average daily trading volume for the 90 prior trading days, calculated from the stock markets that the Company is listed.
5. Price to be paid per share: Up to US$22 (Twenty-Two United States Dollars) per ADR in the New York Stock Exchange. Relating to the shares, up to AR$194 (One Hundred Ninety-Four Argentine Pesos) per share in Bolsas y Mercados S.A.
6. Source of funding: Realized and liquid earnings and/or the Company’s Voluntary Reserve, as per the Financial Statements as of March 31st, 2022. It is noted that the Company has the liquidity necessary to perform the aforementioned acquisitions without affecting the Company’s solvency.
7. Period in which the acquisitions will be carried out: The Company will be repurchasing ordinary shares for a 120-day period as from the start of this Plan, and subject to any period renewal or extension decided by the Board of Directors, which will be duly informed.
8. Internal communication: As long as the share repurchase plan by the Company is in place, Directors, statutory auditors and senior managers will be informed that they are forbidden to sell their own shares —whether directly or indirectly held— while the period is in force.
Sincerely yours,
________________________________
María Agustina Montes
Head of Market Relations