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 December 2020
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):
Rio de Janeiro, December 8, 2020.
B3 S.A. – Brasil, Bolsa, Balcão
Ms. Ana Lucia Pereira
Superintendence of Issuers Listings and Monitoring (Superintendência de Listagem e Supervisão de Emissores)
| c.c.: | Brazilian Securities and Exchange Commission (Comissão de Valores Mobiliários – CVM) |
Mr. Fernando Soares Vieira – Superintendence of Corporate Relations (Superintendência de Relações com Empresas) | |
Mr. Francisco José Bastos Santos – Superintendence of Market and Agent Relations (Superintendência de Relações com o Mercado e Intermediários) |
Re.: Official Letter B3 1082/2020-SLS
Dear Sirs,
Oi S.A. – In Judicial Reorganization (the “Company” or “Oi”) hereby clarifies as follows, in compliance with the Official Letter B3 1082/2020-SLS, dated December 7, 2020, from B3 S.A. – Brasil, Bolsa, Balcão (“B3”), as transcribed below (the “Official Letter”):
“In view of the latest fluctuations observed with respect to the shares issued by this company, the number of trades and the volume traded, as detailed below, we hereby request to be informed by December 8, 2020, about the existence of any fact known by you which may justify them.
Rua Humberto de Campos, 425 – 8th floor Leblon – Zip Code 22430-190 Rio de Janeiro - RJ | www.oi.com.br |
| Common Shares (ON) | |||||||||
| Prices (in R$ per share) | |||||||||
| Date | Opening | Minimum | Maximum | Average | Closing | Fluctuations % | No. trades | Amount | Volume (R$) |
| 11/24/2020 | 1.92 | 1.86 | 1.95 | 1.90 | 1.86 | -2.10 | 22,948 | 134,144,000 | 255,183,836.00 |
| 11/25/2020 | 1.86 | 1.84 | 1.98 | 1.93 | 1.98 | 6.45 | 25,068 | 157,505,000 | 303,546,908.00 |
| 11/26/2020 | 2.02 | 2.00 | 2.15 | 2.07 | 2.08 | 5.05 | 49,027 | 331,686,400 | 687,641,037.00 |
| 11/27/2020 | 2.13 | 2.05 | 2.14 | 2.07 | 2.05 | -1.44 | 21,924 | 125,872,300 | 261,095,085.00 |
| 11/30/2020 | 2.10 | 2.07 | 2.17 | 2.12 | 2.12 | 3.41 | 31,337 | 173,987,000 | 368,821,164.00 |
| 12/1/2020 | 2.15 | 2.02 | 2.16 | 2.10 | 2.11 | -0.47 | 45,423 | 184,701,100 | 388,183,245.00 |
| 12/2/2020 | 2.10 | 2.09 | 2.16 | 2.13 | 2.16 | 2.36 | 18,428 | 120,984,000 | 257,848,841.00 |
| 12/3/2020 | 2.15 | 2.13 | 2.20 | 2.17 | 2.16 | 0.00 | 21,481 | 114,029,900 | 247,531,422.00 |
| 12/4/2020 | 2.17 | 2.15 | 2.22 | 2.18 | 2.22 | 2.77 | 25,862 | 87,094,600 | 190,032,081.00 |
| 12/7/2020* | 2.22 | 2.21 | 2.40 | 2.31 | 2.34 | 5.40 | 38,269 | 171,971,900 | 398,095,676.00 |
| Preferred Shares (PN) | |||||||||
| Prices (in R$ per share) | |||||||||
| Date | Opening | Minimum | Maximum | Average | Closing | Fluctuations % | No, trades | Amount | Volume (R$) |
| 11/24/2020 | 2.87 | 2.73 | 2.99 | 2.91 | 2.81 | -1.40 | 7,277 | 18,849,700 | 54,784,523.00 |
| 11/25/2020 | 2.84 | 2.81 | 2.98 | 2.90 | 2.96 | 5.33 | 4,520 | 11,763,600 | 34,169,234.00 |
| 11/26/2020 | 3.05 | 2.99 | 3.12 | 3.06 | 3.04 | 2.70 | 7,551 | 22,960,100 | 70,175,118.00 |
| 11/27/2020 | 3.08 | 2.92 | 3.09 | 3.00 | 2.97 | -2.30 | 5,652 | 15,240,400 | 45,705,366.00 |
| 11/30/2020 | 3.02 | 3.00 | 3.09 | 3.04 | 3.02 | 1.68 | 4,375 | 12,224,200 | 37,197,788.00 |
| 12/1/2020 | 3.06 | 2.97 | 3.06 | 3.02 | 3.01 | -0.33 | 3,163 | 7,658,100 | 23,090,425.00 |
| 12/2/2020 | 3.00 | 2.98 | 3.05 | 3.01 | 3.03 | 0.66 | 2,781 | 6,025,300 | 18,165,109.00 |
| 12/3/2020 | 3.04 | 3.01 | 3.05 | 3.03 | 3.03 | 0.00 | 3,412 | 8,958,200 | 27,172,982.00 |
| 12/4/2020 | 3.04 | 3.01 | 3.10 | 3.05 | 3.10 | 2.31 | 2,686 | 7,256,800 | 22,165,953.00 |
| 12/7/2020* | 2.87 | 2.73 | 2.99 | 2.91 | 2.81 | -1.40 | 7,277 | 18,849,700 | 54,784,523.00 |
* Updated as of 4:44 p,m,”
In this regard, Oi clarifies that there are no material facts or acts that, to its understanding, might justify possible atypical fluctuations in the number of trades and in the amount of the Company’s shares traded other than those already widely disclosed to the market, such as (i) the hearings held on 11/26/2020 for the opening of closed bids submitted under the competitive procurement process for the sale of Data Center UPI and Towers UPI, and (ii) the vote and approval, in the Federal Senate, of Legislative Bill 6229/05 (“New Bankruptcy Law”) also on 11/26/20, in addition to (iii) the execution of an Agreement with the National
Rua Humberto de Campos, 425 – 8th floor Leblon – Zip Code 22430-190 Rio de Janeiro - RJ | www.oi.com.br |
Telecommunications Agency (Agência Nacional de Telecomunicações – Anatel) relating to non-tax debts of the Oi Companies with said regulatory agency on 11/27/2020.
Oi reaffirms its commitment to keep its shareholders and the market informed with respect to relevant and material aspects of its businesses and reiterates that investors and the market in general should be guided solely by the official disclosures made by the Company.
These are the clarifications we have in connection with the Official Letter, and we remain at your disposal for any further clarification.
Sincerely,
Oi S.A. – In Judicial Reorganization
Camille Loyo Faria
Chief Financial Officer and Investor Relations Officer
Rua Humberto de Campos, 425 – 8th floor Leblon – Zip Code 22430-190 Rio de Janeiro - RJ | www.oi.com.br |
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: December 9, 2020
OI S.A. – In Judicial Reorganization
By: /s/ Camille Loyo Faria
Name: Camille Loyo Faria
Title: Chief Financial and Investor Relations Officer