Framework agreement for the exchange of shares

Here you will find the Company's official information associated with the signing and implementation of the Framework Agreement signed on June 15, 2023 and the addendum signed on December 11, 2023, which amends the Agreement to comply more quickly and efficiently with the exchange of Grupo Nutresa shares.

Conclusion of Framework Agreement Execution.

On April 25, 2024, the second phase of the direct exchange of shares took place concluting the Framework Agreement signed in June 2023. As a result, Grupo SURA and Grupo Argos ceased to be shareholders of Grupo Nutresa, and JGDB, Nugil, and IHC ceased to be shareholders of Grupo SURA.

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Tender offer for Grupo Nutresa shares

As part of the execution of the Framework Agreement entered into by the Company, on March 9, 2024, a several (but not joint and several) tender offer for 23.1% of the outstanding common shares of Grupo Nutresa was launched by Grupo de Inversiones Suramericana S.A., Grupo Argos S.A., Graystone Holdings S.A., JGDB Holding S.A.S., and Nugil S.A.S.

Learn more about the tender offer:

Memorandum of the Tender Offer
Exhibits of the Memorandum of the Tender Offer

A shareholder of Grupo Nutresa S.A. who is, or is acting on behalf of any person who is a U.S. Person (as such term is defined in Rule 902 under the U.S. Securities Act of 1933, as amended), including any person with a registered address in, or who is resident or located in, or who is organized under the laws of, the United States (a “U.S. Person”) must refer to the following documents: United States Supplement to the Memorandum of the Tender Offer for Grupo Nutresa S.A.

U.S. Persons accepting the Offer may only receive the Cash Payment.  Accordingly, if you accept the Offer, you will receive the Cash Payment. Please refer to the “United States Supplement to the Memorandum of the Tender Offer for Grupo Nutresa S.A.” and carefully consider sections 4.2 y 4.5.

Knows the steps to be followed in the implementation of the Framework Agreement, taking into account the modifications subscribed in the additional agreement

The Board of Directors considers that this decision benefits hot only Grupo SURA but all of its shareholders, as it is made on fair exchange terms, enables the Company’s progress by focusing its investment portfolio on financial services and furthers develops its ownership structure.

Relevant Information June 29, 2023.


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This agreement was executed within the framework of the Company's principles and as part of its strategy as an investment manager to focus on the financial sector; this in order to ensure the Company’s ongoing sustainable profitability by integrating the creation of economic value with a more harmonious level of development for society.