ADR
Frequently Asked Questions (FAQ) about ADRs
The following information does not contain all information that may be important to you. For more complete information, we highly recommend that you read the form of American Depositary Receipt, which contains the American Depositary Shares terms.
What is an American Depositary Receipt (ADR)?
ADRs are a negotiable US dollar denominated certificate representing ownership of shares in a non-US company. WISeKey’s ADRs represent WISeKey’s ordinary shares deposited with the depositary bank, to underlie such certificates and carry the rights attached to them as detailed in the Depositary Agreement. Holders of ADRs receive dividends in US dollars and have the right to vote on shareholders resolutions, at the Company’s discretion. The term ADR and ADS are often used interchangeably. ADRs were specifically designed to facilitate the purchase, holding and sale of non-U.S. securities by US investors.
What is an ADR ratio?
This is the relation between the number of ADRs and the number of ordinary shares. Every ordinary WISeKey share represents two WISeKey ADRs, i.e. the ratio is 1:2.
What are the benefits of ADRs to US investors?
U.S. investors may prefer to purchase ADRs rather than ordinary shares in the issuer’s home market because ADRs trade, clear and settle according to U.S. market conventions. One key advantage of holding an ADRs is the facilitated diversification into foreign securities.
What types of companies issue ADRs?
ADR issuers are typically large multinational corporations. Any non-U.S. company seeking to raise capital in the U.S. or increase their base of U.S. investor can issue ADRs.
Is it easy to get information and updates on WISeKey?
Information is widely available on WISeKey’s website www.wiskey.com. Investors can sign up to receive press releases in English on the Company’s website. Trading information is readily available on the OTC Markets Group’s website (www.otcmarkets.com) and our depository bank’s website https://www.bnymellon.com.
Where are WISeKey ADRs traded?
WISeKey ADRs trade on the OTCQX marketplace. Investors can find real-time quote and market information on https://www.otcmarkets.com
Who is WISeKey’s depositary for ADRs?
The Bank of New York Mellon. The depositary bank plays a key role in issuance as well as cancellation of ADRs. It also maintains the ADR holder register, distributes the dividends in US dollars and facilitates the exercise by the ADRs holders of their voting rights.
How are ADRs related to WISeKey’s ordinary shares?
Every WISeKey Ordinary share represents two WISeKey ADRs, i.e. the ratio is 1:2
What is the difference between a Registered holder and a Beneficial ADR holder?
A registered holder is one whose name appears on the books of the depositary. The registered holder is considered the owner of record. A beneficial holder is one whose holdings are registered in a name other than their own, such as in the name of a broker, bank or nominee.
How do I convert my ordinary shares into ADRs?
Ordinary WISeKey shares need to be deposited with Credit Suisse using the below instructions.
| Custodian: | Credit Suisse (Switzerland) Ltd |
| BIC: | CRESCHZZ80A |
| PSET: | INSECHZZXXX |
Along with the deposit of Ordinary shares the investor should have a corresponding bank-broker in the US to accept the delivery of the ADR’s from BNY Mellon.
Below are the two main broker contacts at BNY Mellon for ADR issuance and cancellation. For Europe based holders of ordinary shares and looking to convert to ADRs, Mark Lewis in London is a good starting point.
- London
- Mark Lewis
- Phone: 44 207 163 7407
- lewis@bnymellon.com
- New York
- Richard Maehr
- Phone: 1 212 815 2275
- maehr@bnymellon.com
What is a sponsored Level 1 ADR program?
In a Level 1 ADR program, the ADRs are not listed on a US stock exchange, but are traded on OTCQX Pink marketplace, part of the OTC Markets Group (www.otcmarkets.com).
How may I find out corporate action information on WISeKey?
For corporate action information, please visit: www.wisekey.com.