6 Dec 2012 18:47

Sberbank sends SEC registration statement on increase in number of ADR

MOSCOW. Dec 6 (Interfax) - Sberbank of Russia on December 5 submitted a registration statement to the U.S. Securities and Exchange Commission on an increase in the number of its American Depositary Receipts (ADR) on its ordinary shares.

According to Sberbank's plans, 288.676 million ADR can be issued, as set forth in a contract with Bank of New York Mellon and all owners and holders of ADR.

Sberbank previously announced that it is merging its two depositary receipt programs and converting its GDR into ADR.

"The amendment will become effective on the 30th day following the date of a notice by Bank of New York Mellon of the amendment to the Reg S GDR Deposit Agreement to holders of Reg S GDSs (expected to be on or around December 19, 2012)," Sberbank said in a former press release. The conversion of one type of receipt to another will begin the following day.

"As in the case of Reg S GDSs, holders of ADSs have contractual entitlements to the exercise of voting rights and the payment of dividends and other distributions," the statement said.

"From a trading perspective, the ADSs, in addition to being admitted to the Official List of the Financial Services Authority and to trading on the Main Market of the LSE (the 'LSE'), also trade on the entry standard trading platform of the Frankfurt Stock Exchange and over-the-counter in the United States," Sberbank said.

Both GDR and ADR represent the right to four Sberbank shares.

GDR and ADR were included in the official list of Great Britain's Listing Authority Advisory Committee on September 24, 2012.

In the middle of September, Sberbank conducted a secondary public offering (SPO), placing 1.713 billion ordinary shares (7.58% of charter capital) from the Central Bank's stake on international markets. It placed the shares at 93 rubles each (or $3.04), and the GDR at $12.16 each. The Central Bank raised $5.2 billion during the SPO, with Sberbank in its entirety valued at $68.7 billion.

Sberbank has charter capital of 21.587 billion ordinary shares and 1 billion preferred shares, par value 3 rubles each.

After the deal, the Central Bank saw its stake in Sberbank's charter capital decline to 50% plus one voting share.

Sberbank's Deputy CEO Anton Karamzin has said that the process of merging the ADR and GDR programs could take several months and might not be finished by the end of this year.