6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

For the month of June 2018

(Commission File No. 001- 13358)

Viña Concha y Toro S.A.

(Exact name of Registrant as specified in its charter)

Concha y Toro Winery Inc.

(Translation of registrant’s name into English)

CASILLA 213

NUEVA TAJAMAR 481

TORRE NORTE, PISO 15

SANTIAGO, CHILE

(Address of registrant’s principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F x   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 x

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 x

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 12g3-2(b) under the Securities Exchange Act of 1934. 

Yes o   No x

On June 21, 2018, Viña Concha y Toro S.A. (the “Company”) filed a material event notice with the Chilean Financial Market Commission (former Chilean Superintendency of Securities and Insurance) announcing that the Company’s Board of Directors had resolved to initiate the process to terminate its American Depositary Receipt (“ADR”) facility and deregister from the U.S. Securities and Exchange Commission. An English translation of the material event notice is attached hereto as Exhibit 99.1.

On the same date, the Company published a press release announcing that it notified the New York Stock Exchange (the “NYSE”) that the Company will apply for voluntary delisting of its ADRs and communicating the schedule of the voluntary delisting of its ADRs from the NYSE. The press release is attached hereto as Exhibit 99.2. 

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, thereto duly authorized.

VIÑA CONCHA Y TORO S.A.
(Registrant)
By:	/s/ Osvaldo Solar V.
Name:	Osvaldo Solar V.
Title:	Gerente de Administracion y Finanzas/ Administration and Finance Manager (Chief Financial Officer)

Date: June 21, 2018. 

EXHIBIT INDEX

Exhibit	Description
99.1	Viña Concha y Toro’s material event notice dated June 21, 2018.
99.2	Viña Concha y Toro’s press release and notice dated June 21, 2018.

EX-99.1

Exhibit 99.1

MATERIAL EVENT

VIÑA CONCHA Y TORO S.A.

Registration at the Registry of Securities No. 0043

Santiago, June 21, 2018

Mr. Joaquín Cortez

Chairman

Financial Market Commission

Av. Libertador Bernardo O’Higgins 1449

Santiago

Dear Mr. Chairman,

In accordance with the provisions set forth in article 9 and the second paragraph of article 10 of Law 18,045 on Securities Markets, and General Rule No. 30 of this Commission, and duly authorized to do so, I hereby communicate to you as a material event of Viña Concha y Toro S.A. the following:

In a session held today, the Board of Directors of Viña Concha y Toro S.A. agreed to initiate the process to terminate its American Depositary Receipt (“ADR”) program in the United States, delist its ADRs and its American Depositary Shares (“ADSs”) from the New York Stock Exchange (“NYSE”) and deregister its ADRs, ADSs and shares of Common Stock from the U.S. Securities and Exchange Commission.

The decision of the Board of Directors to terminate the ADR program and to delist from the NYSE is based on the following considerations:

· The ADRs currently make up approximately 3% of the total shares of the Company.

· The Company is aiming to reduce its operational expenses.

Notwithstanding the above, the Board of Directors has determined to voluntarily remain in compliance with the standards of the Sarbanes-Oxley Act of the United States, in accordance with international best practices, and under the review of an external auditing firm.

The shares of Common Stock of Viña Concha y Toro S.A. delivered as a result of the exchange of ADRs will continue to trade on the Chilean Stock Exchange.

Yours truly,

/s/ Osvaldo Solar Venegas    

Osvaldo Solar Venegas

Corporate Finance Manager

pp Viña Concha y Toro S.A.

cc:	Santiago Stock Exchange
	Electronic Stock Exchange
	Valparaíso Stock Exchange
	Representative of the Bondholders

EX-99.2

Exhibit 99.2

 

VIÑA CONCHA Y TORO S.A. Announces Voluntary Delisting of American Depositary Receipts from the New York Stock Exchange

Santiago, June 21, 2018: Viña Concha y Toro S.A. (“Viña Concha y Toro” or the “Company”) (NYSE: VCO) today announced that it intends to delist from the New York Stock Exchange (the “NYSE”), terminate its American Depositary Receipt (“ADR”) facility and deregister from the U.S. Securities and Exchange Commission (the “SEC”). In connection with its intended delisting, the Company notified the NYSE today that it will apply for voluntary delisting of its ADRs.

1. Reasons for the application for voluntary delisting of ADRs from the NYSE

In 1994, Viña Concha y Toro listed its ADRs on the NYSE in order to facilitate investment by overseas investors to diversify its shareholders base and increase the Company’s capital raising options. Since then, Viña Concha y Toro has focused on a proactive information disclosure by meeting its reporting obligations under the U.S. Securities Exchange Act of 1934, preparing consolidated financial statements in accordance with U.S. Generally Accepted Accounting Principles and establishing internal controls in accordance with the Sarbanes-Oxley Act of 2002.

Today, the Chilean capital markets, have achieved a higher level of sophistication and global integration, attracting international investors. ADRs currently comprise approximately 3% of the total shares of common stock of the Company. In addition, given the increased administrative costs that it implies for the Company to remain a NYSE-listed company, Viña Concha y Toro has decided to file an application for voluntary delisting from the NYSE as part of its effort to reduce operational expenses.

2. Stock exchanges on which Viña Concha y Toro will maintain its listings

Viña Concha y Toro will maintain its listings on the Santiago Stock Exchange, the Chile Electronic Stock Exchange and the Valparaíso Stock Exchange. The Company has not otherwise arranged for the listing of the ADRs, American Depositary Shares or shares of its common stock on another national securities exchange in the United States or for quotation of such securities in any other quotation medium.

3. Implementation schedule of application for voluntary delisting of ADRs from the NYSE*

June 21, 2018	Notice to the NYSE of its application to delist
July 2, 2018 (planned)	Submission of Form 25 to the SEC to delist from the NYSE
July 12, 2018 (planned)	Effective date of delisting from the NYSE

* The schedule provided above, including the anticipated effective dates, may be delayed if the SEC objects to the delisting or requests an extended review or for other reasons.

 

4. Additional information for ADR holders

Viña Concha y Toro has also directed The Bank of New York Mellon, as depositary (“BNYM”), to terminate Viña Concha y Toro’s ADR facility. Consequently, and in accordance with the deposit agreement, BNYM will provide 30 days’ notice of termination to all ADR holders. Prior to termination of the deposit agreement, expected to occur on or around September 20, 2018, ADR holders are entitled to surrender their ADRs to BNYM for cancellation, and upon payment of the applicable fees, taxes and charges as provided in the deposit agreement, receive the underlying shares of common stock of Viña Concha y Toro. Following termination of the deposit agreement, BNYM will discontinue registration of transfers of the ADRs and suspend the distribution of dividends to ADR holders. Holders of ADRs should contact BNYM or, to the extent holding ADRs through a bank, broker or other nominee, should contact such bank, broker or nominee with any questions regarding the ADRs.

5. Future plans

The Company’s reporting obligations under applicable U.S. securities laws would continue after the delisting and the termination of the ADR facility. Following satisfaction of the relevant deregistration conditions under the applicable U.S. securities laws, Viña Concha y Toro intends to terminate its reporting obligations under the applicable U.S. securities laws and deregister all classes of its registered securities. The Company intends to release further information on such deregistration and termination of reporting obligations at a later date.

Viña Concha y Toro reserves the right, for any reason, to delay these filings, to withdraw them prior to effectiveness, and to otherwise change its plans in respect of delisting, termination of the ADR facility and deregistration and termination of reporting obligations in any way.

For further inquiries, please contact:

Enrique Ortúzar General Counsel Tel +562 2476 5141 eortuzar@conchaytoro.cl Claudia Cavada Sossa Head of Investor Relations Tel +562 2476 5768 Claudia.cavada@conchaytoro.cl

About Viña Concha y Toro S.A.

Viña Concha y Toro S.A. is a global leading winery, headquartered in Santiago de Chile. With sales in 140 countries and a multi-origin portfolio from operations located in Chile, the United States, and Argentina, Viña Concha y Toro is the main producer and exporter of Chilean wine.