UNITED STATES OF AMERICA
SECURITITES AND EXCHANGE COMISION
Washington D.D. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 or 15d-16
OF THE SECURITIES AND EXCHANGE ACT OF 1934
For the month of March 2005
QUINENCO S.A.
(Exact name of registrant as specified in charter)
QUINENCO, INC.
(Translation of registrant's name into English)
Quinenco S.A.
Enrique Foster Sur 20, 14th Floor
Santiago, Republic of Chile
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 12(g)3-2(b) under the Securities Act of 1934
Yes |_| No |X|
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12(g)3-2(b): ______________
The following document is being filed with this 6-K report and is attached
hereto.
Press release dated March 16, 2005 announcing that Quinenco reached agreement
with Cencosud
[LOGO] QUINENCO S.A.
FOR IMMEDIATE RELEASE
For further information contact:
Cindi Freeman
Investor Relations Manager
Quinenco S.A.
(56-2) 750-7221
e-mail: cfreeman@lq.cl
QUINENCO REACHES AGREEMENT WITH CENCOSUD
March 16, 2005 - Santiago, Chile. Quinenco S.A. (LQ:NYSE) reported to the
Chilean Superintendency of Securities and Insurance (SVS) the following
significant information today:
Inversiones Rio Azul S.A. ("Rio Azul"), a wholly-owned subsidiary of Quinenco
and Consorcio Financiero S.A. ("Concorcio Financiero") have made a positive
evaluation of the new conditions of the tender offer ("the tender offer")
launched by Cencosud S.A. ("Cencosud") on February 17, 2005 for 100% of the
shares of Almacenes Paris S.A. ("Paris"), and have concluded that they will not
improve the terms of their competitive tender offer ("the competitive tender
offer") which they launched on March 7, 2005.
Furthermore, on March 16, 2005, Rio Azul and Nahuel S.A. ("Nahuel"),
wholly-owned subsidiaries of Quinenco, subscribed to an agreement ("the
agreement") with Cencosud, Inversiones Latadia S.A., Quichmali S.A., Mehuin
S.A., Inversiones y Rentas Cerro Verde Ltda., Consorcio Financiero, Manquihue
S.A. and Lemoniz S.A. in which the Paris shareholders that form part of an
agreement (Convenio Sobre Cesion de Acciones or Share Transfer Agreement), which
was signed on October 5, 2004, each gave their reciprocal authorization to
participate in the offer, with the consent of the rest of the parties to the
agreement. The main terms of the agreement are summarized as follows:
1) If the tender offer launched by Cencosud, which expires on March 18,
2005, is determined to be successful, Cencosud will launch a new
tender offer ("the new tender offer") for 100% of the shares of
Paris that were not tendered in the tender offer, including those
shares held by Nahuel and Consorcio Financiero and its subsidiaries,
under the same terms and conditions of the tender offer, except for
any condition that may cause the new tender offer to be void. The
new tender offer must commence within 30 days from the date of the
publication announcing that the tender offer was successful and must
conclude within five business days (excluding weekends and holidays)
prior to the record date granting dividend distribution rights to
shareholders of Cencosud.
Notwithstanding the forementioned, in the event that Nahuel,
Consorcio Financiero and its subsidiaries and Lemoniz S.A choose to
accept and sell their shares in the tender offer, Cencosud will not
be obliged to launch a new tender offer.
2) Rio Azul and Concorcio Financiero will be obliged to sell their
shares of Paris to Cencosud in the new tender offer, if the tender
offer is determined to be successful.
For its part, Cencosud will be obliged to determine that the offer
is unsuccessful if it does not receive confirmation of having
tendered at least 120,000,000 shares of Paris.
3) Additionally, if the tender offer is determined to be unsuccessful,
Mehuin S.A. and Lemoniz S.A. will be authorized to tender their
shares in the competitive tender offer launched on March 7, 2005.
4) Rio Azul and Consorcio Financiero will not (i) acquire any shares of
Paris, either directly or indirectly except for those shares that
they would be required to purchase in accordance with the terms and
conditions of the competitive tender offer (this obligation will
cease on the date of the publication in which the competitive offer
is determined to be successful or on the date of the publication of
the results of the new tender offer), (ii) modify the terms and
conditions of the competitive tender offer, (iii) extend the
duration of the competitive tender offer and (iv) declare the
competitive tender offer successful if they have not received
confirmation of having tendered at least 164,000,000 shares of
Paris.
The complete text of the agreement was included in the information sent to the
SVS and the stock markets.
Quinenco S.A., a leading Chilean business conglomerate, is the controlling
entity of a portfolio of companies involved in financial services, food and
beverage, telecommunications and manufacturing.
#
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.
QUINENCO S.A.
By: s/s Luis Fernando Antunez
------------------------------
Name: Luis Fernando Antunez
Title: Authorized Representative
Dated: March 16, 2005