National Bank of Greece ADR Resumed Trading on the OTC Market

On Nov 27, the NYSE announced the delisting of National Bank of Greece(NBG) ADR. Since then NBG investors could not trade the stock. As the ADR was delisted investors hoping to get out could not even sell the stock. However as of last Friday (Dec 4th), NBG started trading on the OTC market under the ticker NBGGY.

Today the stock closed down over 27% and ended the day at $0.42.

As announced earlier, a new reverse split of 1:15 was implemented on Dec 3, 2015. So the current price is after that revere split.

In addition, preference ADR holders can convert to common ADRs according to the depository BNY Mellon. Each Preferred ADR will receive one Common ADR. Full details on this conversion can be found here.

What to do if you hold NBG shares?

By now your broker would have converted the ticker to NBGGY and show the appropriate closing price. Investors planning to take a loss and move on, can now sell the shares on the OTC market to buyers.

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7 Comments

  1. Hi David, NBGGY released this press statement today. Are they offering two options? Surrender your shares (aka sell now) or I can continue to trade this elsewhere? I’m not sure what this all means…please help.

    NBG will today instruct the Depositary to terminate the Agreement and NBG expects that the Depositary will provide notice of termination to holders of ADRs shortly in accordance with the terms of the Agreement. NBG expects that the termination of the Agreement will become effective on or about March 15, 2018 (the “Termination Date”). Holders may surrender their ADRs to the Depositary for cancellation in exchange for the delivery of the underlying ordinary shares of NBG. NBG and the Depositary further intend to enter into an amendment to the Agreement, to become effective on the Termination Date, to shorten the period during which the Depositary may sell any shares underlying ADRs that have not been surrendered following the termination of the Agreement from one year to any time following such termination, as set out in a notice to owners of ADRs from the Depositary. Accordingly, at any time after the Termination Date, the Depositary may sell any shares underlying ADRs that have not been surrendered and may hold the uninvested net proceeds from of any such sale for the pro rata benefit of the holders of any such outstanding ADRs.

  2. Hi Ray
    This notice means that you have two options. Either you can exchange your ADRs for ordinary shares trading on the domestic exchange in Athens or the depository will sell the shares for you and send you the net proceeds. Usually it is not worth exchanging the ordinary shares even if the ADR depository allows it. I think your best bet is sell now and move on. Or wait till next March and then have the depository liquidate for you. Regarless after Mar 15, 2018 you cannot sell NBGYY on the market since trading will end. However they may trade on the pink sheet market but I would not depend on that.

    Hope this helps.
    -David

  3. Reposted:
    Author: Keith (IP: 76.174.145.215, cpe-76-174-145-215.socal.res.rr.com)
    Email: XXX@gmail.com
    URL:
    Comment:
    David what does this mean? If I don’t sell my shares what happens?

    National Bank of Greece (“NBG”) announces that its Board of Directors has resolved to voluntarily terminate the amended and restated deposit agreement dated May 28, 1998 (the “Agreement”), between NBG and The Bank of New York Mellon, as depositary (the “Depositary”) relating to its American Depositary Receipts each representing one ordinary share (“ADRs”). This resolution was adopted following the suspension of trading in the ADRs by the New York Stock Exchange (the “NYSE”) and, pursuant to a Form 25 filed by the NYSE with the U.S. Securities and Exchange Commission (the “SEC”) on December 12, 2015, the delisting of the ADRs from the NYSE. NBG intends to file a Form 15F with the SEC once it meets the criteria for terminating its reporting obligations under the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”). Following the termination of NBG’s ADR program, the underlying ordinary shares of NBG will continue to trade on the Athens Exchange.

    The Board of Directors of NBG weighed the benefits of maintaining the ADR program against the associated costs and risks and determined that terminating the ADR program is in the best interest of NBG due to the limited size of the ADR program, the costs associated with such program and NBG’s reporting, filing and compliance obligations under the Exchange Act.

    NBG will today instruct the Depositary to terminate the Agreement and NBG expects that the Depositary will provide notice of termination to holders of ADRs shortly in accordance with the terms of the Agreement. NBG expects that the termination of the Agreement will become effective on or about March 15, 2018 (the “Termination Date”). Holders may surrender their ADRs to the Depositary for cancellation in exchange for the delivery of the underlying ordinary shares of NBG. NBG and the Depositary further intend to enter into an amendment to the Agreement, to become effective on the Termination Date, to shorten the period during which the Depositary may sell any shares underlying ADRs that have not been surrendered following the termination of the Agreement from one year to any time following such termination, as set out in a notice to owners of ADRs from the Depositary. Accordingly, at any time after the Termination Date, the Depositary may sell any shares underlying ADRs that have not been surrendered and may hold the uninvested net proceeds from of any such sale for the pro rata benefit of the holders of any such outstanding ADRs.

    NBG reserves the right, for any reason, to delay any filings relating to the termination of its reporting requirements under the Exchange Act or to withdraw them prior to their effectiveness, and to otherwise change its plans with respect to any such filings.

    NBG expects to continue to issue annual and interim financial statements prepared in accordance with International Financial Reporting Standards, press releases and other information in Greek and English and to make such information publicly available on its website at http://www.nbg.gr/en, taking into account the legal and regulatory frameworks applicable to NBG.

  4. Author: Keith (IP: 76.174.145.215, cpe-76-174-145-215.socal.res.rr.com)
    Email: xxx@gmail.com
    URL:
    Comment:
    David what does this mean for me?

    National Bank of Greece (“NBG”) announces that its Board of Directors has resolved to voluntarily terminate the amended and restated deposit agreement dated May 28, 1998 (the “Agreement”), between NBG and The Bank of New York Mellon, as depositary (the “Depositary”) relating to its American Depositary Receipts each representing one ordinary share (“ADRs”). This resolution was adopted following the suspension of trading in the ADRs by the New York Stock Exchange (the “NYSE”) and, pursuant to a Form 25 filed by the NYSE with the U.S. Securities and Exchange Commission (the “SEC”) on December 12, 2015, the delisting of the ADRs from the NYSE. NBG intends to file a Form 15F with the SEC once it meets the criteria for terminating its reporting obligations under the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”). Following the termination of NBG’s ADR program, the underlying ordinary shares of NBG will continue to trade on the Athens Exchange.

    The Board of Directors of NBG weighed the benefits of maintaining the ADR program against the associated costs and risks and determined that terminating the ADR program is in the best interest of NBG due to the limited size of the ADR program, the costs associated with such program and NBG’s reporting, filing and compliance obligations under the Exchange Act.

    NBG will today instruct the Depositary to terminate the Agreement and NBG expects that the Depositary will provide notice of termination to holders of ADRs shortly in accordance with the terms of the Agreement. NBG expects that the termination of the Agreement will become effective on or about March 15, 2018 (the “Termination Date”). Holders may surrender their ADRs to the Depositary for cancellation in exchange for the delivery of the underlying ordinary shares of NBG. NBG and the Depositary further intend to enter into an amendment to the Agreement, to become effective on the Termination Date, to shorten the period during which the Depositary may sell any shares underlying ADRs that have not been surrendered following the termination of the Agreement from one year to any time following such termination, as set out in a notice to owners of ADRs from the Depositary. Accordingly, at any time after the Termination Date, the Depositary may sell any shares underlying ADRs that have not been surrendered and may hold the uninvested net proceeds from of any such sale for the pro rata benefit of the holders of any such outstanding ADRs.

  5. Keith
    It means you have to sell before it stop trading next March. Otherwise the depository will cancel it and you have to deal with them to get any proceeds. If you don’t sell the depository will liquidate for you on that date.

    Hope this helps.
    -David

  6. After a lot of painful consideration I fully understand now. So you, in your opinion, do not feel it’s worth it to purchase ordinary shares of the NBG in Athens?

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