UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
FORM 6-K
Report of Foreign Private Issuer Pursuant to Rule 13a-16 or
15d-16 of the Securities Exchange Act of 1934
For the month of January 2019
Commission File Number: 1-15256
_____________________
OI S.A. – In Judicial Reorganization
(Exact Name as Specified in its Charter)
N/A
(Translation of registrant’s name into English)
Rua Humberto de Campos, No. 425, 8th floor – Leblon
22430-190 Rio de Janeiro, RJ
Federative Republic of Brazil
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F: ý Form 40-F: o
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)):
Yes: o No: ý
(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)):
Yes: o No: ý
(Indicate by check mark whether the registrant by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes: o No: ý
If “Yes” is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b):
Oi S.A. – In Judicial Reorganization
Federal Taxpayers’ (CNPJ/MF) No. 76.535.764/0001-43
Board of Trade (NIRE) No. 33.30029520-8
Publicly-Held Company
NOTICE TO THE MARKET
Oi S.A. – In Judicial Reorganization, in accordance with the provision set forth in Article 12 of CVM Instruction No. 358/02, hereby informs that it received yesterday a letter from JPMorgan Chase &Co., with the information below:
“New York, January 18, 2019
To
OI S.A. (“Company”)
Investors Relations Office
Humberto de Campos, 425 – 8ºth floor, Leblon
Zip Code: 22430-190
City: Rio de Janeiro/RJ
Attn.: Investors Relations Officer
Ref.: Reduction of the relevant participation in the Company
Dear Sirs,
JPMorgan Chase &Co. (“JP Morgan”), in the capacity of manager of investment funds, vehicles and investment accounts, hereby informs, in accordance with article 12 of the CVM Instruction No. 358/2002 (“ICVM 358”), the following:
1. The relevant shareholding of certain funds, vehicles and investment accounts managed by JP Morgan, in accordance with information set forth in the letter dated as of December 12, 2018, was reduced to less than 5% of the total number of common shares issued by the Company.
2. This reduction of participation took place solely because of the Company’s issuance of new common shares, resulting in a total amount of 3,828,979,960 common shares followed by the issuance, which diluted the ownership held by the funds, vehicles and investment accounts managed by JP Morgan.
3. Accordingly, based on the Company’s share capital, the participation of certain funds, vehicles and investment accounts managed by JPMorgan decreased to 4.56% of the total common shares issued by the Company.
4. In addition, we must report, in accordance with the provision set forth in article 12 of the ICVM 358, the following positions currently held by such funds, vehicles and investment accounts:
Purchased postion on physical settlement instruments
|
Type of Instrument |
Type |
Class |
Total Shares |
% |
|
Shares |
Common Shares |
N/A |
114,345,491 |
2.98% |
|
Stockholder Position |
Common Shares |
N/A |
500,000 |
0.01% |
|
American Depositary Receipts |
ADRs |
N/A |
58,841,995 |
1.53% |
|
Stockholder Position of the American Depositary Receipts |
ADRs |
N/A |
1,239,000 |
0.03% |
|
Total Purchased Position |
|
|
174,926,486 |
4.56% |
Sold Position on physical settlement instruments
|
Type of Instrument |
Type |
Class |
Total Shares |
% |
|
Shares (put and call options) |
Common Shares |
N/A |
(22,344,780) |
(0.58%) |
|
American Depositary Receipts |
Put and Call Options |
N/A |
(15,978,580) |
(0.41%) |
|
Total Sold Position |
|
|
(38,323,360) |
(1.00%) |
Purchase Position on physical settlement instruments
|
Type of Instrument |
Type |
Class |
Total Shares |
% |
|
Derivative |
Equity Swap |
N/A |
17,211,000 |
0.45% |
|
Total Purchased Position |
|
|
17,211,000 |
0.45% |
Sold Position on physical settlement instruments
|
Type of Instrument |
Tipo |
Classe |
Total de Ações |
% |
|
Derivative |
Equity Swap |
N/A |
(114,356,503) |
(2.99%) |
|
Total Purchased Position |
N/A |
N/A |
(114,356,503) |
(2.99%) |
5. The above-mentioned participation had the sole purpose to invest or to hedge financial risks from the contracting of derivative transactions with clients, and not to change the composition of the control or the administrative structure of the Company, notwithstanding the regular exercise of eventual voting rights by such investors.
Regards,
JPMorgan Chase &Co.”
Rio de Janeiro, January 18, 2019.
Oi S.A. – In Judicial Reorganization
Carlos Augusto Machado Pereira de Almeida Brandão
Chief Financial Officer and Investor Relations Officer
SIGNATURES
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.
Date: January 18, 2019
OI S.A. – In Judicial Reorganization
By: /s/ Carlos Augusto Machado Pereira de Almeida Brandão
Name: Carlos Augusto Machado Pereira de Almeida Brandão
Title: Chief Financial Officer and Investor Relations Officer