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Ecopetrol (NYSE: EC) calls second bondholder vote on solar merger

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Ecopetrol S.A. (EC) announced a second call for meetings of holders of its ordinary domestic public debt bonds from the 2010 and 2013 issuances after the first-call meetings on August 18, 2026 did not reach the required deliberative and decision-making quorums. The meetings are being reconvened by the bondholders’ representatives Alianza Valores Fiduciaria S.A. and Itaú Fiduciaria Colombia S.A. to consider a proposed merger by absorption in which Ecopetrol would be the surviving company and Parque Solar Portón del Sol S.A.S. the absorbed company, a merger previously approved by Ecopetrol’s General Shareholders’ Meeting on March 27, 2026.

The 2010 bondholders’ meeting is scheduled for September 4, 2026 at 2:00 p.m. Bogotá time, and the 2013 bondholders’ meeting the same day at 3:30 p.m., both with in-person and virtual attendance options through Deceval’s electronic platform. The 2010 CPI-linked Series A bonds have a 30-year term to December 1, 2040, a coupon of CPI + 4.90%, and an outstanding amount of COP 284,300 million. The 2013 CPI-linked bonds include a 15-year tranche maturing August 27, 2028 with a coupon of CPI + 4.90% and COP 347,500 million outstanding, and a 30-year tranche maturing August 27, 2043 with a coupon of CPI + 5.15% and COP 262,950 million outstanding.

Positive

  • None.

Negative

  • None.
2010 Series A outstanding amount COP 284,300 million Outstanding amount of 2010 CPI-linked Series A bonds
2010 Series A coupon rate CPI + 4.90% Coupon rate on 2010 CPI-linked Series A bonds maturing December 1, 2040
2013 15-year tranche outstanding amount COP 347,500 million Outstanding amount of 2013 CPI-linked bonds maturing August 27, 2028
2013 30-year tranche outstanding amount COP 262,950 million Outstanding amount of 2013 CPI-linked bonds maturing August 27, 2043
2013 15-year tranche coupon rate CPI + 4.90% Coupon rate on 2013 CPI-linked bonds maturing August 27, 2028
2013 30-year tranche coupon rate CPI + 5.15% Coupon rate on 2013 CPI-linked bonds maturing August 27, 2043
2010 bondholders’ meeting time 2:00 p.m. (Bogotá, D.C. time) on September 4, 2026 Scheduled time for 2010 bondholders’ meeting
2013 bondholders’ meeting time 3:30 p.m. (Bogotá, D.C. time) on September 4, 2026 Scheduled time for 2013 bondholders’ meeting
merger by absorption financial
"the proposed merger by absorption between Ecopetrol S.A. ..."
Merger by absorption is a corporate transaction in which one company takes over and absorbs another so the absorbed company is dissolved and its assets, liabilities and operations become part of the surviving company. It matters to investors because it changes ownership, share counts and the identity of the company they own—similar to two households combining into one—so shareholders of the absorbed firm typically receive cash or shares in the surviving entity and their original stock is retired.
CPI-linked bonds financial
"Series A, consisting of CPI-linked bonds denominated in Colombian pesos"
Bonds whose interest payments and/or principal are automatically adjusted based on changes in the consumer price index (CPI), a common measure of inflation. They matter to investors because the adjustments preserve the real value of returns as prices rise or fall, similar to a salary that increases with the cost of living, and therefore behave differently than fixed-rate bonds in inflationary or deflationary environments.
Central Securities Depository financial
"through the electronic platform of Colombia's Central Securities Depository"
A central securities depository (CSD) is a specialized institution that holds and records ownership of stocks, bonds and other financial instruments electronically, acting like a secure digital vault and official ledger. It matters to investors because the CSD makes buying and selling faster and safer by ensuring ownership transfers are accurately recorded and settled, reducing the risk of lost certificates, settlement mistakes and unnecessary costs—similar to how a bank safeguards and tracks your cash.
deliberative and decision-making quorums financial
"did not achieve the deliberative and decision-making quorums required"
domestic public debt bonds financial
"holders of ordinary domestic public debt bonds issued in the 2010 and 2013 issuances"
forward-looking statements financial
"This release contains statements that may be considered forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

What is Ecopetrol S.A. (EC) announcing in this Form 6-K?

Ecopetrol is announcing a second convening of bondholders’ meetings for its 2010 and 2013 domestic public debt bonds after first-call meetings on August 18, 2026 failed to reach the required quorums, to consider a merger by absorption with Parque Solar Portón del Sol S.A.S.

What merger is being considered by Ecopetrol (EC) bondholders?

Bondholders are being asked to consider a proposed merger by absorption in which Ecopetrol S.A. would be the surviving company and Parque Solar Portón del Sol S.A.S. the absorbed company, a merger approved by Ecopetrol’s General Shareholders’ Meeting on March 27, 2026.

When and how will Ecopetrol (EC) 2010 bondholders’ meeting take place?

The 2010 bondholders’ meeting is scheduled for September 4, 2026 at 2:00 p.m. Bogotá time. Bondholders may attend in person at Carrera 37 No. 24-24, Centro de Innovación Bogotá, or virtually via Deceval’s electronic platform using the specified web link.

What are the main terms of Ecopetrol’s 2010 CPI-linked bond issuance?

The 2010 issuance, Series A (COC04CBVP023), has a placement date of December 1, 2010, maturity on December 1, 2040, a 30-year term, a coupon rate of CPI + 4.90%, and an outstanding amount of COP 284,300 million.

What are the key characteristics of Ecopetrol’s 2013 CPI-linked bond tranches?

The 2013 CPI-linked bonds include one tranche maturing August 27, 2028 with a 15-year term, coupon CPI + 4.90%, and COP 347,500 million outstanding, and another maturing August 27, 2043 with a 30-year term, coupon CPI + 5.15%, and COP 262,950 million outstanding.

Why did Ecopetrol (EC) need a second call for bondholders’ meetings?

The first-call meetings of bondholders on August 18, 2026 did not reach the required deliberative and decision-making quorums under applicable regulations, so the bondholders’ representatives issued a second call with new meeting times and modalities.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of August, 2026

 

Commission File Number 001-34175

 

ECOPETROL S.A.

(Exact name of registrant as specified in its charter)

 

N.A.

(Translation of registrant’s name into English)

 

COLOMBIA

(Jurisdiction of incorporation or organization)

 

Carrera 13 No. 36 – 24
BOGOTA D.C. – COLOMBIA
(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 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

 

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 ¨      No x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- N/A

 

 

 

 

 

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.

 

  Ecopetrol S.A.  
     
 

By:  

/s/ Alfonso Camilo Barco  
    Name:  

Alfonso Camilo Barco

 
    Title: Chief Financial Officer  

 

Date: August 27, 2026

 

 

 

 

 

 

 

 

Ecopetrol Announces the Second Convening of Bondholders’ Meetings for Domestic Public Debt Bonds

 

Bogotá, August 27, 2026

Ecopetrol S.A. (BVC: ECOPETROL; NYSE: EC) (the "Company" or "Ecopetrol") hereby announces that, as disclosed in the publication dated August 18, 2026, the first-call meetings of the holders of ordinary domestic public debt bonds issued in the 2010 and 2013 issuances (the "Bondholders") did not achieve the deliberative and decision-making quorums required under applicable regulations. Such meetings, previously convened by the legal representatives of the Bondholders, Alianza Valores Fiduciaria S.A. and Itaú Fiduciaria Colombia S.A. (the “Bondholders' Representatives”), were held on that date as scheduled.

Accordingly, the Bondholders' Representatives have issued a second call for the aforementioned meetings, through a notice published in the newspaper La República, for the purpose of submitting to the consideration of the local Bondholders the proposed merger by absorption between Ecopetrol S.A. (as the surviving company) and Parque Solar Portón del Sol S.A.S. (as the absorbed company). This merger was approved by Ecopetrol’s General Shareholders’ Meeting on March 27, 2026, in accordance with Article 6.4.1.1.22 of Decree 2555 of 2010, under the following terms:

2010 Outstanding Bond Issuance

Alianza Valores Fiduciaria S.A. hereby gives notice that it has convened a meeting of bondholders to be held on September 04, 2026, at 2:00 p.m. (Bogotá, D.C. time). Bondholders may attend the meeting either (i) in person, at Carrera 37 No. 24-24, Centro de Innovación Bogotá, Bogotá, D.C., Colombia, or (ii) virtually, via videoconference through the electronic platform of Colombia's Central Securities Depository (Depósito Centralizado de Valores de Colombia — Deceval S.A.). The meeting is being convened in accordance with Article 19 of Law 222 of 1995 and Decree 398 of 2020 of Colombia. The link for virtual attendance is set forth below:

https://asambleadebonosecopetrol2010.azurewebsites.net

The outstanding 2010 issuance, Series A, consisting of CPI-linked bonds denominated in Colombian pesos, has the following characteristics:

 

Issuance Placement Date Maturity Date Term (Years) Coupon Rate Outstanding Amount (COP million)
COC04CBVP023 Dec. 1, 2010 Dec. 1, 2040 30 CPI + 4.90% 284,300

Agenda

1.Verification of quorum.
2.Review and approval of the agenda.
3.Delegation to the Bondholders’ Representatives for the appointment of the Chairperson and Secretary of the meeting, in accordance with Section 4.3.3 of Chapter I, Title I, Part III of Legal Circular 006 of 2025 issued by the Superintendencia Financiera de Colombia (Colombian Financial Superintendence).
4.Appointment of the committee responsible for approving the minutes of the meeting.
5.Presentation of Ecopetrol’s report regarding the proposed Merger.
6.Report on the opinion issued by Alianza Fiduciaria S.A., in its capacity as Legal Representative of the Holders of the Domestic Public Debt Bonds issued in 2010.
7.Reading of the opinion issued by Fitch Ratings Colombia S.A.S.
8.Vote and decision by the bondholders with respect to the proposed Merger.
 
 

 

 

2013 Outstanding Bond Issuance

Itaú Fiduciaria Colombia S.A. hereby gives notice that it has convened a meeting of bondholders to be held on September 04, 2026, at 3:30 p.m. (Bogotá, D.C. time). Bondholders may attend the meeting either (i) in person at Carrera 37 No. 24-24, Centro de Innovación Bogotá, Bogotá, D.C., Colombia, or (ii) virtually, via videoconference through the electronic platform of Colombia's Central Securities Depository (Depósito Centralizado de Valores de Colombia — Deceval S.A.). The meeting is convened in accordance with Article 19 of Law 222 of 1995 and Decree 398 of 2020 of Colombia. The link for virtual attendance is set forth below:

https://asambleadebonosecopetrol2013.azurewebsites.net

The outstanding 2013 CPI-linked bond issuance denominated in Colombian pesos has the following characteristics:

 

Issuance Placement Date Maturity Date Term (Years) Coupon Rate Outstanding Amount (COP million)
COC04CBVP007 Aug. 27, 2013 Aug. 27, 2028 15 CPI + 4.90% 347,500
COC04CBVP007 Aug. 27, 2013 Aug. 27, 2043 30 CPI + 5.15% 262,950

Agenda

1.Verification of quorum.
2.Review and approval of the agenda.
3.Appointment of the Chairperson and Secretary of the meeting, in accordance with Section 4.3.3 of Chapter I, Title I, Part III of Legal Circular 006 of 2025 issued by the Superintendencia Financiera de Colombia (Colombian Financial Superintendence).
4.Appointment of the committee responsible for approving the minutes of the meeting.
5.Presentation of Ecopetrol’s report regarding the proposed Merger.
6.Presentation of the opinion issued by Itaú Fiduciaria Colombia S.A. (formerly Helm Fiduciaria S.A.), acting in its capacity as legal representative of the bondholders.
7.Reading of the opinion issued by Fitch Ratings Colombia S.A.S.
8.Vote and decision by the bondholders with respect to the proposed Merger.

For further information regarding the general requirements and conditions for participating in the bondholders’ meetings, please visit:

https://www.ecopetrol.com.co/wps/portal/Home/es/Inversionistas/asamblea-de-tenedores-de-bonos-2026

---------------------- 

Ecopetrol is the largest company in Colombia and one of the main integrated energy companies in the American continent, with more than 19,000 employees. In Colombia, it is responsible for more than 60% of the hydrocarbon production of most transportation, logistics, and hydrocarbon refining systems, and it holds leading positions in the petrochemicals and gas distribution segments. With the acquisition of 51.4% of ISA’s shares, the company participates in energy transmission, the management of real-time systems (XM), and the Barranquilla–Cartagena coastal highway concession. At the international level, Ecopetrol has a stake in strategic basins in the American continent, with drilling and exploration operations in the United States (Permian basin and the Gulf of Mexico), Brazil, and Mexico, and, through ISA and its subsidiaries, Ecopetrol holds leading positions in the power transmission business in Brazil, Chile, Peru, and Bolivia, road concessions in Chile, and the telecommunications sector.

 

This release contains statements that may be considered forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. All forward-looking statements, whether made in this release or in future filings or press releases, or orally, address matters that involve risks and uncertainties, including in respect of the Company’s prospects for growth and its ongoing access to capital to fund the Company’s business plan, among others. Consequently, changes in the following factors, among others, could cause actual results to differ materially from those included in the forward-looking statements: market prices of oil & gas, our exploration, and production activities, market conditions, applicable regulations, the exchange rate, the Company’s competitiveness and the performance of Colombia’s economy and industry, to mention a few. We do not intend and do not assume any obligation to update these forward-looking statements. 

 
 

 

 

For more information, please contact:

 

Investor Relations Office

Email: investors@ecopetrol.com.co 

 

Corporate Communications (Colombia)  

Email: _noticias@ecopetrol.com.co 

Filing Exhibits & Attachments

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