BT Group PLC BT announces intention to deregister from SEC (0490J)
14 Agosto 2019 - 05:30AM
UK Regulatory
TIDMBT.A
RNS Number : 0490J
BT Group PLC
14 August 2019
14 August 2019
This announcement contains inside information.
BT ANNOUNCES INTENTION TO DELIST FROM NEW YORK STOCK EXCHANGE
AND TERMINATE ADR PROGRAMME, AND TO DEREGISTER AND TERMINATE
REPORTING OBLIGATIONS WITH THE SEC
-- BT intends to delist its American Depositary Shares from the
New York Stock Exchange and terminate its American Depositary
Receipt programme
-- BT intends to deregister its equity securities and the
registered debt securities of its subsidiary, British
Telecommunications plc, in order to reduce reporting costs and
complexity
-- BT remains committed to its US investor base and to customers
and colleagues in the US, and to maintaining the highest standards
of corporate governance and transparent financial reporting
BT Group plc (BT) will today provide written notice to the New
York Stock Exchange (NYSE) of its intention to delist its American
Depositary Shares (ADSs). In relation to the delisting, BT intends
to file a Form 25 with the US Securities and Exchange Commission
(SEC) on 3 September 2019 and expects the delisting will become
effective following the close of the market in New York on 13
September 2019, from which time BT's ADSs will no longer be traded
on the NYSE.
BT has today notified JPMorgan Chase Bank, N.A. (JPMorgan), as
its American Depositary Receipts (ADR) programme depositary, of its
intention to terminate the ADR programme. BT expects that
termination of its ADR programme will become effective on 23
September 2019.
Following delisting and termination of its ADR programme, BT
intends to file a Form 15F with the SEC to deregister its equity
securities at the earliest possible date, following the minimum 12
month waiting period from the date of ADR termination and subject
to meeting the criteria for deregistration at that time.
Deregistration is expected to become effective 90 days after the
filing of the Form 15F.
BT's subsidiary, British Telecommunications plc, will today file
a Form 15F with the SEC to deregister all of its registered debt
securities and expects deregistration to become effective 90 days
later.
BT's decision to delist and deregister is aimed at reducing
reporting costs and complexity whilst maintaining the highest
standards of corporate governance and transparent financial
reporting. BT's ADR programme comprises c.2.0% of its shares in
issue. Investors based in North America hold c.20.0% of BT's shares
in issue.
BT will continue to positively engage with US equity and debt
investors, and its obligations to its existing bondholders will not
be affected by the deregistration. BT also remains committed to its
customers operating in the US.
BT reserves the right to delay these filings or to withdraw them
prior to their effectiveness, and to otherwise change its plans in
this regard. BT will continue to make its annual reports, financial
statements, and financial press releases available to all investors
on its website.
Additional information for ADR holders
BT has not arranged for the listing or registration of the ADSs
on another US national securities exchange or for their quotation
in a quotation medium in the United States. BT has directed
JPMorgan to terminate BT's ADR programme. Consequently, and in
accordance with the deposit agreement, JPMorgan will provide a
notice of termination to all ADR holders containing relevant
information for ADR holders regarding required actions.
The person responsible for making this announcement is Rachel
Canham, BT's Company Secretary.
For further information
Investor relations:
Mark Lidiard Tel: +44 20 7356 4909
Press office:
Richard Farnsworth Tel: +44 20 7356 5369
All news releases can be accessed on BT's website and you can
follow BT on Twitter here.
--- Ends ---
About BT
BT's purpose is to use the power of communications to make a
better world. It is one of the world's leading providers of
communications services and solutions, serving customers in 180
countries. Its principal activities include the provision of
networked IT services globally; local, national and international
telecommunications services to its customers for use at home, at
work and on the move; broadband, TV and internet products and
services; and converged fixed-mobile products and services. BT
consists of four customer-facing units: Consumer, Enterprise,
Global and Openreach.
For the year ended 31 March 2019, BT Group's reported revenue
was GBP23,428m with reported profit before taxation of
GBP2,666m.
For more information, visit www.btplc.com
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END
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