American Depositary Receipt (ADR) Program
Bavarian Nordic has established a sponsored Level 1 ADR program with Deutsche Bank Trust Company Americas (Deutsche Bank).
|ADR ticker symbol:||BVNRY|
|Structure:||Level 1 ADR|
|Ratio:||3 ADRs : 1 ordinary share|
|DR ISIN :||US0717711099|
Contact details for ADR investors and brokers:
Deutsche Bank ADR broker services desks
New York: +1 212 250 9100
London: +44 207 547 6500
Contact details for registered ADR Holders:
Deutsche Bank Shareholder Services
American Stock Transfer & Trust Company
6201 15th Avenue
Brooklyn, NY 11219
Toll-free number: +1 800 937 5449
Direct Dial: + 1 718 921 8124
Information for ADR holders
The Company’s ADR program is sponsored by Deutsche Bank. As the Depositary bank Deutsche Bank performs the following roles for ADR holders:
- Records and maintains the register of ADR holders
- Is the stock transfer agent
- Distributes dividends in U.S. dollars (if applicable)
- Facilitates the proxy voting process and exercises the voting rights on behalf of ADR holders (if applicable)
- Issues and cancels BAVARIAN NORDIC ADRs
- Can distribute company circulars and Annual General Meeting documentation (if applicable)
For those holders which are not registered because their shares are held through a ‘Street name’ (nominee account), your nominee will receive company documents from time to time from Deutsche Bank to distribute to ADR holders. You need to make arrangements with your nominee if you wish to receive such documents and to be able to exercise your vote through the depositary bank at general meetings (if applicable).
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 entire deposit agreement and 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. Bavarian Nordic’s ADRs represent Bavarian Nordic’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 (if applicable) and have the right to vote on shareholders resolutions. 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 1 ordinary BAVARIAN NORDIC share represents 3 BAVARIAN NORDIC ADRs.
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 of ADRs’ top advantages is the facilitated diversification into foreign securities. ADRs also allow easy comparison to securities of similar companies as well as access to price and trading information.
Why did you establish an ADR program?
BAVARIAN NORDIC established the ADR program to make it easier for US investors to buy the BAVARIAN NORDIC share. Trading ADRs simplifies foreign investments for US investors as administrative costs are reduced and capital gains are realized in US dollars.
What effect do you expect the ADR program to have on your shareholder base?
We hope that the ADR program encourages US investors to buy shares in BAVARIAN NORDIC as it will now be easier for them to do so.
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 BAVARIAN NORDIC?
Information is widely available on Bavarian Nordic’s website.
Trading information is readily available on the Depositary bank’s website:
Where are BAVARIAN NORDIC ADRs traded?
BAVARIAN NORDIC ADRs are traded Over-the-counter (OTC)
What is the OTC market?
The OTC market is a decentralized market of securities that are not listed on a stock exchange. Trading on the OTC market occurs via a network of dealers who carry inventories of securities to facilitate the buy and sell orders of investors.
Who is Bavarian Nordic’s depositary for ADRs?
Deutsche Bank Trust Company Americas. 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 (if applicable) and facilitates the exercise by the ADRs holders of their voting rights (if applicable).
What currency are BAVARIAN NORDIC ADRs denominated in?
BAVARIAN NORDIC ADRs are denominated in US dollars.
Are you issuing extra shares of BAVARIAN NORDIC? Does the ADR program increase Bavarian Nordic’s share capital?
No, this is not a share issue and the ADR program does not increase Bavarian Nordic’s share capital. The share capital will remain the same as prior to the launch of the ADR program.
What is the difference between a Registered ADR holder and a beneficial ADR holder?
A registered holder is one whose name appears on the books of the depositary bank. 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?
Converting ordinary shares into ADRs must be done through a broker investment advisor or for registered holders through Deutsche Bank Trust Company Americas. You can contact Deutsche Bank broker services desk on +1 212 250 9100 or +44 207 547 6500