Without prejudice to the right that all shareholders have to make subsequent representations and / or requests, and making use of the relevant information mechanism, we hereby inform the Colombian securities market of our request addressed to the Superintendencia Financiera de Colombia (Colombian Superintendency of Finance) so that it may immediately order the corresponding publication, on the web pages of (i) the Colombian Stock Exchange (“BVC”), (ii) the Superintendencia Financiera de Colombia (“SFC”) and (iii) Servivalores GNB Sudameris (the “Broker”), of the Public Offering document referred to in the Notice of a Public Takeover Bid for the Ordinary Shares belonging to Grupo Nutresa S.A. on the part of Nugil S.A.S. (the "Offeror"), as published today in different media as well as on the Broker's website.
The reasons for the request are as follows:
1. In accordance with applicable rules and regulations, this Public Offering document must be made available (as of the date on which the corresponding Notice is published) "at the Superintendencia Financiera de Colombia, at the offices of the Offeror, at the offices of the brokerage firms through which the offer is made, and at the stock exchanges where the securities are registered.”1, 1this in a concurrent and simultaneous manner.
2. Upon reviewing the web pages of the SFC, the BVC and the Broker, neither at the beginning of the day nor at the time this communication was sent2, did we find said document published in any of the aforementioned information channels. We attach, in the form of Annex 1 to this communication, the screenshots showing that the aforementioned document has not as yet been published.
In the particular case of Servivalores GNB Sudameris, it is reported on its website that said document shall only "be made available as of November 29, 2021, and during the acceptance period corresponding to this takeover bid, in accordance with the terms stated in the respective Notice of said Offering".3
4. Tomorrow the suspension regarding trades of Grupo Nutresa’s shares shall be lifted without having complete, timely and sufficient information regarding future plans for the Company, putting the market, the issuer and investors at risk. This is a situation in which trades of this share shall be resumed, without timely and sufficient information being given, thereby constituting an unprecedented milestone in the history of the Colombian Stock Market, which shall only be perpetuated should the aforementioned document not be published in a legally valid manner.
5. In addition to the above, it is of fundamental importance for the market and the general public to be duly informed, in a proper manner, and not through the media nor social networks, of the details concerning this takeover bid as well as any future plans that the Offeror may have regarding Nutresa. In this particular case the decisions to be evaluated by all recipients of this Public Takeover Bid involve a careful analysis of the multiple aspects involved.
Annex 1 - The websites of the SFC, BVC and the Broker consulted on Sunday, November 21 4:20 pm
1. SFC Website - Relevant Information Channel
2. BVC - Website
3. Servivalores - Website
Statement that the corresponding documents and information shall be made available to the public as of November 29.
1 Section 11 of Article 126.96.36.199.12 of Decree 2555 issued in 2010.
2 Sunday, November 21 4:20 pm
3 It is considered a violation of the Public Securities Market, "failure to disclose information, in a truthful, timely, complete or sufficient manner, that could affect the decisions of the shareholders at their respective meeting or that, due to its importance, could affect the placement of securities, their market prices or the decisions of the investors to sell, buy or hold such securities" Article 50, paragraph g, Law 964 of 2005.