SEC Comment Letter 0000000000-23-007632 to Almacenes Exito S.A. (EXTO) (CIK 0001957146)
Almacenes Exito S.A. (EXTO) (CIK 0001957146)
Date: July 18, 2023 · CIK: 0001957146 · Accession: 0000000000-23-007632
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-41736
Letter
United States securities and exchange commission logo July 18, 2023 Ivonne Windmuller Palacio Chief Financial Officer Almacenes Exito S.A. Carrera 48 No. 32B Sur - 139 Avenida Las Vegas Envigado, Colombia Re:Almacenes Exito S.A. Registration Statement on Form 20-F Filed July 3, 2023 File No. 001-41736 Dear Ivonne Windmuller Palacio: We have reviewed your filing and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Registration Statement on Form 20-F filed July 3, 2023 D. Risk Factors, page 9 1.We note your disclosure on page 161 that the deposit agreement contains a jury trial waiver that is applicable to any claim under the U.S. federal securities laws, and that ADR holders and beneficial owners of ADSs are limited to bringing claims, including claims under the Securities Act in the United States District Court for the Southern District of New York except for certain subject matter and savings clause carveouts. Please disclose whether the exclusive forum provision applies to claims arising under the Exchange Act. Include a risk factor that highlights the risks associated with these provisions and other impacts on ADR holders, which may include increased costs to bring a claim and that these provisions may discourage claims or limit the ability to bring a claim in a judicial forum that they find favorable. We note that Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all suits
FirstName LastNameIvonne Windmuller Palacio Comapany NameAlmacenes Exito S.A. July 18, 2023 Page 2 FirstName LastName Ivonne Windmuller Palacio Almacenes Exito S.A. July 18, 2023 Page 2 brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder. Address in your risk factor that there is uncertainty as to whether a court would enforce such provision. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Amy Geddes at 202-551-3304 or Joel Parker at 202-551-3651 if you have questions regarding comments on the financial statements and related matters. Please contact Brian Fetterolf at 202-551-6613 or Erin Jaskot at 202-551-3442 with any other questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Karen Katri
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United States securities and exchange commission logo
July 18, 2023
Ivonne Windmuller Palacio
Chief Financial Officer
Almacenes Exito S.A.
Carrera 48 No. 32B Sur - 139
Avenida Las Vegas
Envigado, Colombia
Re:Almacenes Exito S.A.
Registration Statement on Form 20-F
Filed July 3, 2023
File No. 001-41736
Dear Ivonne Windmuller Palacio:
We have reviewed your filing and have the following comments. In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Registration Statement on Form 20-F filed July 3, 2023
D. Risk Factors, page 9
1.We note your disclosure on page 161 that the deposit agreement contains
a jury trial waiver that is applicable to any claim under the U.S. federal securities laws,
and that ADR holders and beneficial owners of ADSs are limited to bringing claims,
including claims under the Securities Act in the United States District Court for the
Southern District of New York except for certain subject matter and savings clause
carveouts. Please disclose whether the exclusive forum provision applies to claims arising
under the Exchange Act. Include a risk factor that highlights the risks associated with
these provisions and other impacts on ADR holders, which may include increased costs to
bring a claim and that these provisions may discourage claims or limit the ability to bring
a claim in a judicial forum that they find favorable. We note that Section 22 of the
Securities Act creates concurrent jurisdiction for federal and state courts over all suits
FirstName LastNameIvonne Windmuller Palacio
Comapany NameAlmacenes Exito S.A.
July 18, 2023 Page 2
FirstName LastName
Ivonne Windmuller Palacio
Almacenes Exito S.A.
July 18, 2023
Page 2
brought to enforce any duty or liability created by the Securities Act or the rules and
regulations thereunder. Address in your risk factor that there is uncertainty as to whether
a court would enforce such provision.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
You may contact Amy Geddes at 202-551-3304 or Joel Parker at 202-551-3651 if you
have questions regarding comments on the financial statements and related matters. Please
contact Brian Fetterolf at 202-551-6613 or Erin Jaskot at 202-551-3442 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Karen Katri