Central Puerto (CEPU) sets Oct. 1, 2025 effective date for CPR merger

Rhea-AI Filing Summary

Central Puerto S.A. reports that all required administrative approvals have been obtained for its merger with CP Renovables S.A. (CPR), including authorization from Argentina’s National Securities Commission (CNV) granted by Board of Directors Resolution RESFC-2025-23262-APN-DIR#CNV dated September 10, 2025. This follows prior approval of the merger by the extraordinary general shareholders’ meetings of both companies on May 22, 2025.

Under the definitive merger agreement signed on June 17, 2025, October 1, 2025 is set as the Effective Merger Date. On that date, Central Puerto will assume the entirety of CPR’s assets, and CPR will be dissolved without undergoing liquidation, effectively consolidating CPR’s business into Central Puerto.

Insights

Equity & M&A analyst

Regulatory approvals completed; merger with CPR becomes effective October 1, 2025.

Central Puerto S.A. confirms that its merger with CP Renovables S.A. has received all necessary administrative approvals, including clearance from the Argentine CNV. This moves the transaction from shareholder approval, granted on May 22, 2025, to execution under the definitive merger agreement signed on June 17, 2025.

The merger becomes effective on October 1, 2025, when Central Puerto will receive all of CPR’s assets and CPR will be dissolved without liquidation. Structurally, this consolidates CPR’s operations directly into Central Puerto’s corporate perimeter, simplifying the group’s legal structure.

The actual financial impact depends on the scale and profitability of CPR within the group, which is not detailed here. Subsequent company filings may provide more clarity on post-merger financial reporting and how CPR’s assets and operations contribute to Central Puerto’s results after the effective date.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer
Pursuant to Rule 27a-16 or 15d-16
under the Securities Exchange Act of 1934

For the month of September, 2025

Commission File Number: 001-38376

Central Puerto S.A.

(Exact name of registrant as specified in its charter)

Port Central S.A.

(Translation of registrant’s name into English)

Avenida Thomas Edison 2701

C1104BAB Buenos Aires

Republic of Argentina

+54 (11) 4317-5000

(Address of principal executive offices)

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 [_]

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 [_] 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 [_] No [X]

 

BUENOS AIRES, September 10, 2025

Ref. Note CNV: CPSA-GG-N-0320/25-AL

Att:

Comisión Nacional de Valores (CNV)

25 de Mayo 175

City of Buenos Aires

Bolsas y Mercados Argentinos S.A.

Sarmiento 299

City of Buenos Aires

A3 Mercados S.A.

Paraguay 777

Rosario, Santa Fe

Present

From my consideration:

Ref.: CEPU-CPR merger. Relevant Fact.

I am hereby writing to you, in my capacity as Head of Market Relations of Central Puerto S.A. (hereinafter, the "Company" or "CEPU"), in relation to the merger operation (the "Merger") between the Company and CP Renovables S.A. ("CPR") authorized by the Extraordinary General Shareholders' Meetings of CEPU and CPR on May 22, 2025, which was informed to the investing public by the Company through a Significant Event dated 05/22/25, uploaded to the CNV's Financial Information Highway under ID No. 3366211, published on that date in the Daily Bulletin of Bolsas y Mercados Argentinos S.A. and in the Electronic Bulletin of A3 Mercados S.A., in order to inform that the administrative conformities corresponding to the Merger have been obtained, including the authorization of the National Securities Commission (the "CNV") granted by means of Board of Directors Resolution RESFC-2025-23262-APN-DIR#CNV dated September 10, 2025.

Likewise, investors are informed that, in accordance with the terms of the definitive merger agreement signed on June 17, 2025 between CEPU and CPR (the "Definitive Merger Agreement"), October 1, 2025 has been established as the "Effective Merger Date" as this term is defined in the Definitive Merger Agreement. By virtue of this, on that date CEPU will receive the entire assets of CPR, which in turn will be dissolved without being liquidated.

Leonardo Marinaro

Market Relations Manager

Central Puerto S.A.

Avda. Tomás A. Edison 2701 – C1104BAB – City of Buenos Aires – Argentina

Phone (54 11) 4317 5000 – Fax (54 11) 4317 5099

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.

				Central Puerto S.A.
Date: September 10, 2025				By:		/s/ Leonardo Marinaro
				Name:		Leonardo Marinaro
				Title:		Attorney-in-Fact

FAQ

What merger does Central Puerto S.A. (CEPU) describe in this Form 6-K?

The filing describes the merger between Central Puerto S.A. (CEPU) and CP Renovables S.A. (CPR), referred to as the Merger, which had previously been approved by the extraordinary general shareholders’ meetings of both companies on May 22, 2025.

Has the Central Puerto (CEPU) and CP Renovables (CPR) merger received regulatory approval?

Yes. Central Puerto states that the administrative approvals for the Merger have been obtained, including authorization from the Argentine National Securities Commission (CNV) via Board of Directors Resolution RESFC-2025-23262-APN-DIR#CNV dated September 10, 2025.

When is the Effective Merger Date for Central Puerto (CEPU) and CP Renovables (CPR)?

According to the definitive merger agreement signed on June 17, 2025, the Effective Merger Date is October 1, 2025.

What happens to CP Renovables S.A. after the merger with Central Puerto (CEPU)?

On the Effective Merger Date, Central Puerto will receive all of CPR’s assets, and CP Renovables S.A. will be dissolved without being liquidated, meaning its business is absorbed into Central Puerto rather than wound down through a liquidation process.

What corporate approvals had already been granted for the Central Puerto (CEPU) and CPR merger?

The Merger was authorized by the Extraordinary General Shareholders’ Meetings of both CEPU and CPR on May 22, 2025, and was disclosed to investors as a significant event on that date through the CNV and Argentine market bulletins.

Who signed the Central Puerto S.A. (CEPU) Form 6-K related to the CPR merger?

The report and related communication were signed by Leonardo Marinaro, who is identified as Market Relations Manager and Attorney-in-Fact of Central Puerto S.A.