Report of Foreign Issuer (6-k)
May 24 2016 - 12:25PM
Edgar (US Regulatory)
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
UNDER THE SECURITIES EXCHANGE ACT
OF 1934
May 24, 2016
Commission File Number 1-14728
LATAM
Airlines Group S.A.
(Translation of Registrants Name Into English)
Presidente Riesco 5711, 20th floor
Las Condes
Santiago,
Chile
(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 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):
¨
Santiago,
May 23, 2016
Mr.
Carlos Pavez Tolosa
Superintendent
Superintendence
of Securities and Insurance
Ref:
Material Fact – Cancelation of BDR Program in Brazil
Dear
Superintendent:
In
accordance with articles 9° and 10° of Securities Market Law No. 18.045 of the Mercado de Valores, established by General
Regulation No. 30, and being duly authorized thereto, I hereby inform you of a material fact from LATAM Airlines Group S.A. (hereafter,
“LATAM” or the “Company”), Securities register No. 306, the following:
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a)
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On
April 5
th
, 2016, LATAM issued a Material Fact to inform of the cancellation
of the Brazilian Depository Receipts (“BDRs”) program of LATAM Airlines Group
S.A., which must be performed in accordance with the approved procedure described in
this communication (hereafter, the “Cancellation Procedure”).
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b)
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According
to the Cancellation Procedure, the terms of which were published by LATAM on the 7
th
of April, 2016 in the “Diario Oficial do Estado de São Paulo”,
“Valor Econômico”, and on the website of LATAM http://www.latamairlinesgroup.net
(hereafter, the “Notice”), on May 9
th
, 2016, the deadline passed
for the bondholders of BDRs to exercise their option to keep the underlying common shares
of the BDRs (the “Shares”); and BM&FBOVERSPA blocked, on May 23
rd
,
2016, the respective balances of the holders of BDRs who chose to adhere to the procedure
for sale of the shares on the Santiago Stock Exchange – Santiago Exchange, through
the procedure called
Sale Facility
.
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c)
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In
conjunction with said blocking, a theoretical sale value of $4,333.80 (four thousand
three hundred thirty-three and eighty cents, in the legal tender of Chile) was attributed,
corresponding to the market value of the shares on the 23
rd
of May, 2016,
with an equivalent in Brazilian Reais of R$22.25 (twenty-two reais and twenty-five cents,
in the legal tender of Brazil) per Share, converted based on the currency exchange rate
“PTAX”, defined as the average of currency exchange sales made in the currency
exchange market on the 23
rd
of May, 2016, average reported by means of the
website of the Central Bank of Brazil.
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d)
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More
information and instructions relative to the Cancellation Procedure can be attained in
the Material Fact published on April 5
th
and the Notice.
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e)
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Finally,
LATAM informs that the next Material Fact relating to the Cancellation Procedure is to
be published on the 9
th
of June, 2016, in order to report the total amount
of shares sold in Chile under the procedure named
Sale Facility
, the average price
in Chilean pesos per BDR, the date of payment to the holders of BDRs, the final price
in Reais, legal tender of currency to be paid for each BDR, among other relevant information
regarding the sale of the shares.
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Cordially,
Cristián
Toro Cañas
Vice-president
Legal
LATAM
Airlines Group S.A.
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.
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Date: May 24, 2016
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LATAM AIRLINES GROUP S.A.
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By:
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/s/ Enrique Cueto
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Name:
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Enrique Cueto
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Title:
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Latam Airlines Group CEO
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