REG - Acer Incorporated Acer Inc. - ACIA - Notice of intention to delist GDRs

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RNS Number : 4117N  Acer Incorporated  18 June 2025

 

NOTICE OF INTENTION TO DELIST GDRS

 

ACER INCORPORATED

NOTICE OF INTENTION TO DELIST ITS GLOBAL DEPOSITARY RECEIPTS AND GLOBAL
DEPOSITARY SHARES AND TO TERMINATE THE DEPOSIT AGREEMENTS

 

Acer Incorporated ("Company") announces today that, as part of a
simplification project across multiple jurisdictions and following a
comprehensive review of the cost to maintain global depositary receipts
relative to their effectiveness, taking into consideration the low trading
volume, it has resolved in a meeting of the board of directors of the Company
held 13 March 2025 to cancel the listing and admission to trading of its
global depositary receipt programme currently admitted to trading on the
London Stock Exchange (the "LSE").

 

Delisting from the London Stock Exchange (ISIN US0044342055 and ISIN
US0044341065)

The Company refers to its global depositary receipts, which are admitted to
listing on the Official List of the UK Financial Conduct Authority (the "FCA")
and to trading on the Professional Securities Market of the LSE (such
admission to listing and to trading, the "LSE Listing" and such global
depositary receipts, the "London GDRs").

On 18 June 2025, the Company requested (i) the FCA cancel its listing of the
London GDRs on the Official List of the FCA, and (ii) the LSE cancel the
admission to trading of the London GDRs on the Professional Securities Market
of the LSE (collectively, the "LSE Delisting").

Pursuant to UK Listing Rule 21.2.17R, the Company is required to give at least
20 business days' notice of the intended LSE Delisting. It is intended that
the LSE Delisting will become effective from 8:00 a.m. (London time) on 16
July 2025, such that the last date of trading of the London GDRs on the LSE
will be 15 July 2025.

Following the LSE Delisting, it will no longer be possible to trade the London
GDRs on the LSE.

 

Details of the GDRs

As of 13 June 2025, the Company had the following numbers of GDRs in issue

·    REG S:  481,445 GDRs (representing 2,407,225 ordinary shares in the
Company)

·    RULE 144A:  1,067 GDRs (representing 5,335 ordinary shares in the
Company)

 

Termination of Deposit Agreement

The Company has delivered notice to Citibank, N.A. (the "Depositary") as
depositary for the GDRs to terminate  the Deposit Agreement dated 27 March
2002 by and between Acer Incorporated, Citibank, N.A. and the Holders and
Beneficial Owners of the Rule 144A Depositary Receipts and the International
Depositary Receipts issued thereunder (the "Deposit Agreement") relating to
the Company's global depositary receipt programme. The termination date of the
Deposit Agreement will be 16 July 2025 (the "Termination Date").

Prior to the Termination Date, holders may cancel their GDRs and, subject to
the payment of cancellation and any other applicable fees and charges and
otherwise in accordance with the Deposit Agreement, receive the relevant
number of underlying shares represented by the GDRs they hold. If any GDRs
remain outstanding after the Termination Date, the Depositary shall not, after
the Termination Date, have any obligation to perform any further acts under
the Deposit Agreement, except that the Depositary will continue to (i) collect
dividends and other distributions pertaining to the deposited securities, (ii)
sell securities and other property received in respect of deposited
securities, if any, and (iii) continue to deliver deposited securities,
together with any dividends or other distributions received with respect
thereto and the net proceeds of the sale of any securities or other property,
in exchange for GDRs surrendered to the Depositary (after deducting or
charging, as the case may be, in each case, the fees and charges of, and
expenses incurred by, the Depositary, and all applicable taxes or governmental
charges for the account of the holders and beneficial owners). The Depositary
will not exercise any voting rights with respect to the Shares while they are
held by the Depositary following the Termination Date.

At any time after the expiration of six (6) months from the Termination Date,
the Depositary may sell deposited securities held thereunder and may
thereafter hold the net proceeds of any such sale, together with any other
cash held by it, under the Deposit Agreement, without liability for interest,
for the pro rata benefit of the holders in each GDR facility that have not
already been surrendered.

For the avoidance of doubt, no deposits of Shares into the GDR programme will
be accepted from the Termination Date.

Holders of the GDRs are urged to consult their own legal, tax investment
advisors and brokers for more information on the actions that can be taken in
respect of their holdings of GDRs.

 

 

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