Filed by Bancolombia S.A.
Pursuant to Rule 425 under the Securities Act of 1933
Commission File No.: 001-32535
The following are copies of materials posted to the website of Bancolombia S.A. on October 30, 2024.
We evolve to build the strength of change Grupo ~t’Mil be the parent<om~,.,. ote..!«iombla..lrod all liS Grupo ~li’l<~nd n~;~n.fir-.,~;~1 Mr..-ss~....tm;tl rodny n~p.mdGrvpo &tlr:aklcnbd. ()jr emcrt ~choldenwfl berome G!UIXI O!dl Cibest $1’\al fhOidili’S-. SMIMtt~lboutCiupoC;ben ) Related Documents Allot U’le c.hiln~ are $Ubjea to .appro\’.al hom rt>gulacory eooues and from ourSharehOlders. wi’IOm we will cal to;) ma>~.at a later cv.Jte. As we movv through lhto dllterent !Ugl!:l of tnt!’ P“o,eet. ~will p!Aiish II\ lt\i$ !.ffiiOI’I dllthl!’ relt<V.Amdocumtenll fot I!Wt’StorS.. iWl ~ ~ Bancade Bancolombiai InversionS Relevant Transfer Transfer Merger Information • AgnNimont • Agreement • Commltment. •
Bancolombia cordially invites you to the Corporate Evolution Conference Call C..>tc; W.,d,..,$!Uy On~‘Ill JQ2.t -Tim,. ~ 00 pm COL—3:00p.m El Acc~s the AudiO Webc:~st v M t11e O-JI-1n numb~ us. PanKJparotŁ 1-877..o1Q7-.1()‘8 -lmemillonal t-Z’01-f>89-847t—CdotnliaToll Ft~OI 800518 3660 Frequently asked questions ~.....,dOMthlifh~all’«t me.aia~ome.r7Woi!N! v J!J T’hi> me..u~5 Grupo a...... lomhi” WIN ...tan;~tor o.bt? v prodUCis h.wor nl’W C’Ond.-,s’ ~Wl>.:ot ‘IS the ch~in Gnlpl Bancolcmb~I’Killomlli<J? v v 1.When! would my money and d.~~a be stored as a dent? ~WNt ‘1$ ill holdI”& CIOmpony or~ p;!f\‘lll ex>~ny? v lfhe channels would be the same that I have <llways usec11 v $: Why rtr. f~~Qlurion? Wha r. t h<! rN”<Ilf1 to m>.ou• .1nothfo1’ v company? ~ lWhat would be the rkks f«me as a cllenc? v e Wlloc:h art! ll>t 1\nanoal and ~llnanclal buslnessefl v _. (VIYI.Jt 6 ttl<! ~iOnol~ to propos. ttll1 «<ppr..t• W\ICt\n v v t’wllubon LD Gt\lpO S..ntommbia> ~ (WIIii would be tJ\e l”‘tlo~Ct ro Wffl\olders? ® How does this change affect me as a customer? Will the A products have new conditions? Don’t worry! There will be no changes for our customers. Everything will remain the same. Having a new holding company called Grupo Cibest as a parent company will not impact our relationship with clients nor the conditions of our products and services in any way.
1 What is the change in Grupo Bancolombia/Bancolombia? A Before getting into the details, relax! Nothing will change in our customer relationships. Your products will remain the same. We continue evolving! We have begun the process for the creation of a new parent company to be called Grupo Cibest, and it will be the sole shareholder of Bancolombia and all the financial and non-financial businesses that are part of our group today. For this to become a reality, we must have the approval of regulators and our shareholders. Our shareholders will become shareholders of Grupo Cibest. ~What is a holding company or a parent company? A A holding company is a corporation that owns shares in various other companies, receives returns from them, and distributes value to its shareholders. ~Why this evolution? What is the reason to create another A company? This is another step in our evolution. We are a few months away from celebrating 150 years of history and the 30th anniversary of being the first Colombian company to be listed on the NYSE. Creating Grupo Cibest will allow us to: • Provide Colombians with integral solutions and more opportunities · Separate our businesses according to their nature (financial and non-financial) in order to facilitate management and minimize risks. · Have a simpler structure, that eases the understanding of each of our businesses.
Which are the financial and non-financial businesses? A The financial businesses are Bancolombia, BancoAgrlcola, BAM, Banistmo, Grupo Bancolombia Capital (Fiduciaria, Valores, Banca de Inversion) and Nequi. The non-financial businesses include, among others, Wompi, Renting and Wenia. ~ l,What would be the impact to shareholders? A In the event the changes are approved, our shareholders will transit ion from holding shares in Bancolombia to holding shares in Grupo Cibest. They will have the same amount and type of shares, either common or preferred, as they currently hold, which represent exposure to the same underlying assets. These shares will also be listed on the same markets where they are currently listed. Additionally, the ADRs will maintain the 4:1 ratio with the preferred shares. ® This means Grupo Bancolombia will no longer exist? A No, the Group will continue to exist, this is an evolution that it’s aimed to simplify the organizational structure by making Bancolombia (the banking entity) and the companies that currently are its subsidiaries (for example, Nequi) to become subsidiaries of Grupo Cibest. Our shareholders will become Grupo Cibest shareholders. We will continue to support our clients with more opportunities and solutions.
(.Where would my money and data be stored as a client? A Bancolombia would remain as your bank, with the same conditions as of today. Your money and your data have always been and will continue to be secure. ~!J (.The channels would be the same that I have always used? A The channels will continue to be the same as always. @ (.What would be the risks for me as a client? A Don’t worry! This evolution does not bring any changes to the products that you have with Bancolombia, we will continue to support our clients the same way we do today with the stability and trust supported by almost 150 years of history. (.What is the rationale to propose this corporate structure ll5D A evolution to Grupo Bancolombia? The evolution of the corporate structure seeks to separate the roles of the banking entity of Bancolombia, on the one hand, and the parent company of Grupo Bancolombia, on the other, to optimize capital allocation, facilitate the structuring of financial and non-financial businesses, promote corporate development, and increase transparency in the value held by our shareholders.
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