Individual decision · SMV · 31 Jan 2022
The SMV ordered the delisting of the "First Issue of the First Norvial Corporate Bond Program" from the Institutional Investors Market section of the Public Registry of the Securities Market and ruled in favor of its delisting from the Lima Stock Exchange Securities Registry. The delisting was requested by Red Vial 5 S.A. after total cancellation of the obligations. The resolution was to be disseminated on the SMV portal and transcribed to the issuer, structuring entity, bondholders' representative, the Lima Stock Exchange, and CAVALI.
PERU Ministry of Economy and Finance
SMV
Superintendency of the Market in Securities
"Decade of Equal Opportunities for Women and Men" "Year of the Strengthening of National Sovereignty"
Lima, 31 January 2022
The General Intendant of Conduct Supervision
File No. 2022002225, as well as Internal Report No. 141-2022-SMV/11.1 of 31 January 2022, of the General Intendancy of Conduct Supervision of the Assistant Superintendency of Market Conduct Supervision;
That, by document submitted on 20 January 2022, Red Vial 5 S.A. (formerly, Norvial S.A.) requested the Superintendency of the Market in Securities – SMV, the delisting of the securities called "First Issue of the First Norvial Corporate Bond Program", which were placed under the "First Norvial Corporate Bond Program", from the "Institutional Investors Market" section of the Public Registry of the Securities Market and from the Securities Registry of the Lima Stock Exchange, due to total cancellation of the obligations arising from them;
That, it has been verified that by General Intendancy Resolution No. 063-2015-SMV/11.1 of 14 July 2015, the "First Norvial Corporate Bond Program" was registered, up to a maximum issuance amount of S/ 380’000,000.00 (Three Hundred Eighty Million and 00/100 Soles) or its equivalent in United States Dollars, and the corresponding Framework Prospectus was registered, in the "Institutional Investors Market" section of the Public Registry of the Securities Market;
That, under the aforementioned program, on 17 July 2015, through an automatic approval procedure, the securities called "First Issue of the First Norvial Corporate Bond Program" were registered, up to a maximum amount of S/ 80’000,000.00 (Eighty Million and 00/100 soles), and the corresponding Supplement to the Framework Prospectus was registered in the "Institutional Investors Market" section of the Public Registry of the Securities Market;
That, it is necessary to state that article 6, numeral 6.1, of the Regulation of the Institutional Investors Market, approved by SMV Resolution No. 021-2013-SMV/01 and its amendments, provides that the competence of the Superintendency of the Market in Securities – SMV, within the framework of the exceptional regime of public offerings directed exclusively to institutional investors, is limited solely to verifying the submission of the documentation or requirements established in said regulation;
That, from the review of the documentation submitted by Red Vial 5 S.A., the submission of the documents referring to the total cancellation of the obligations arising from the securities "First Issue of the First Norvial Corporate Bond Program" has been verified, as provided by articles 17 and 18 of the Regulation of the Institutional Investors Market;
That, article 37, subparagraphs a) and b), of the Securities Market Law, Legislative Decree No. 861 and its amending norms, and article 18, numeral 18.3, of the Regulation of the Institutional Investors Market, establish that the delisting of a security from the Public Registry of the Securities Market takes place by reasoned resolution of the SMV, at the request of the issuer, when the registration of the securities originated by its own will and when the extinction of the rights over the security occurs, by amortization, total redemption or another cause; likewise, article 6, numeral 6.14, of the Regulation of the Institutional Investors Market provides that in no case is the formulation of a public purchase offer for delisting of securities referred to in article 38 of the Securities Market Law applicable;
That, Red Vial 5 S.A. has complied with submitting the information and documentation required by the Securities Market Law and by the Regulation of the Institutional Investors Market, to request the delisting of the "First Issue of the First Norvial Corporate Bond Program";
That, article 7, numeral 6, of the Policy on dissemination of regulatory projects, general legal norms, regulatory agenda and other administrative acts of the SMV, approved by SMV Resolution No. 014-2014-SMV/01 and its amending norms, establishes that the decisions contained in administrative resolutions that resolve the delisting of securities from the Public Registry of the Securities Market must be disseminated through the Securities Market Portal of the Superintendency of the Market in Securities (www.smv.gob.pe); and,
In accordance with the provisions of article 37, subparagraphs a) and b), of the Securities Market Law; articles 17, numeral 17.1, and 18 of the Regulation of the Institutional Investors Market; as well as article 46, numeral 6, of the Regulation of Organization and Functions of the Superintendency of the Market in Securities, approved by Supreme Decree No. 216-2011-EF and its amendments, which empowers the General Intendancy of Conduct Supervision to order the delisting of securities from the Securities Market Registry.
Article 1.- To order the delisting of the securities called "First Issue of the First Norvial Corporate Bond Program", corresponding to the "First Norvial Corporate Bond Program", from the "Institutional Investors Market" section of the Public Registry of the Securities Market.
Article 2.- To rule in favor of the delisting of the securities indicated in the preceding article, from the Securities Registry of the Lima Stock Exchange.
Article 3.- To disseminate this resolution on the Securities Market Portal of the Superintendency of the Market in Securities – SMV (www.smv.gob.pe).
Article 4.- Transcribe this resolution to Red Vial 5 S.A. (formerly, Norvial S.A.), as issuer; to Credicorp Capital Servicios Financieros S.A., as structuring entity; to Scotiabank Perú S.A.A., as Representative of the Bondholders; to the Bolsa de Valores de Lima S.A. and to CAVALI S.A. I.C.L.V.
Register, communicate and disseminate.
Signed by: GODOS GARCIA Alix Fernando I Reason:
Alix Godos
General Superintendent
General Superintendency for Conduct Supervision
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The documents this one cites, and the documents that cite it.
“article 37, subparagraphs a) and b), of the Securities Market Law, Legislative Decree No. 861 and its amending norms”
“Regulation of Organization and Functions of the Superintendency of the Market in Securities, approved by Supreme Decree No. 216-2011-EF and its amendments”
“Policy on dissemination of regulatory projects... approved by SMV Resolution No. 014-2014-SMV/01 and its amending norms”
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