What To Do When an ADR is Delisted from NYSE or NASDAQ

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One of the issues that investors in NYSE/NASDAQ-listed foreign stocks face is what to do when a company decides to delist from any of these two exchanges. In this post let us discuss some of the options available to deal with this issue:

Why do foreign companies delist from exchanges?

There are many reasons a company can decide to delist. Three of the main reasons are:

1. Lack of trading volumes

US investors may not show enough interest in a foreign company listed on exchanges here. As a result the daily trading volume may be thin. It is not unusual to have trading volumes in the low thousands or even hundreds of shares per day for such stocks. So a company may decide to discontinue listing.

2.High listing fees charged by exchanges 

The listing fees charged by NYSE or NASDAQ can run into thousands of dollars. Some companies may find that expense unjustified especially if there is lack of trading volumes. For example, $20,0000 listing fees per year to NYSE may not be worth it if there is hardly any investor interest in the stock.

3.High costs involved in SEC reporting

Overseas companies listed on the US exchanges have to follow the Security and Exchange Commission(SEC)’s regulations and file reports to them periodically. This involves additional work on their accounting and investor relations departments. Some companies may not want to spend on the added resources and deal with the reporting burden.

 What are the options available when a foreign stock delists from an exchange?

A couple of options to deal with this situation are discussed below.

1. Company delists its stock from the NYSE or NASDAQ and moves it to the OTC market:
Sometimes a foreign company may decide to delist from the organized exchanges and move to the OTC markets for any of the reasons mentioned above or some other reason. The company may continue to sponsor the ADR program. So trading will continue but just the venue will be different.

In such cases, an investor has the option to hold the stock even if it trades on the OTC. Just the ticker will change to a five letter ticker.

Many large-cap multinationals trade on the OTC markets. Some of them are: Nestle (NSRGY), Roche Holding(RHHBY), Imperial Tobacco Group(ITYBY), DBS Group Holdings (DBSDY),etc. Some of the German companies that moved from exchanges to OTC in recent years include Bayer (BAYRY), BASF Group (BASFY) and Deutsche Telekom (DTEGY).

In January of 2014, Siemens announced plans to delist from NYSE and move to the OTC. Currently it trades on the OTC market with the ticker SIEGY. While listed on the NYSE it traded with the ticker SI.

2. Company terminates its ADR program:

Sometimes a company may just terminate its ADR program for some reason. In such situations the ADR depository will notify ADR holders of the choices to redeem their ADRs. A company may simply terminate the program and payout a specific dollar amount for stockholders to surrender their stocks. Or a company offer the option to convert the ADR into the common stock trading on its domestic exchange in their home country. Very few companies offer this option due to the logistics, tax and other factors involved.

Some firms may decide to terminate its sponsored ADR program but let it trade in the unsponsored category. This decision is made by the ADR depository if there is trading interest and not by the company. Depositories can create unsponsored ADR programs without a company’s consent.

An example of ADR termination notice can be found here for Allied Irish Banks plc.

Updates:

  • Bank of Ireland (IRE) ADR is already delisted from the NYSE. The bank’s ADR stopped trading on the NYSE on Feb 12, 2015. More details can be found in this article. However until April 22, the ADR will trade on the OTC market under the ticker IREBY.It will be delisted from the OTC market also effective April 22, 2015. If you hold the ADR, go here for your options.

Since the beginning of the year, some ADRs mainly those trading on the  OTC markets have been terminated.

Updated (2/1/21):

From the article What the Delisting of Chinese ADRs Means for Investors at WSJ:

What happens to the value of delisted ADRs? Are they worthless?

The receipts won’t be worthless—effectively they still represent an economic interest in the company. Holders could still collect dividends, for example. But only non-American entities will want to buy the ADRs, which is likely to reduce their value, and they could become difficult to trade and to value.

What can investors do when a stock is going to be delisted?

Investors in the Chinese telecom carriers can sell their ADRs on NYSE before they are delisted or convert them to the Hong Kong-listed ordinary shares. But the U.S. ban also prohibits American investors from buying securities that trade on any exchange anywhere, or even just over-the-counter, so switching into Hong Kong shares might only buy a few months’ respite.

What happens if investors don’t trade in their ADRs?

There is no requirement to sell until November, so investors could hold on until then. In addition, Nicholas Turner, a lawyer at Steptoe & Johnson LLP in Hong Kong, said the Treasury Department was unlikely to focus on individual investors who inadvertently bought into targeted companies. “Assuming that most financial institutions will follow the rules, most U.S. retail investors will simply lose access to opportunities to purchase the securities,” he said.

Institutions that buy blacklisted stocks after Jan. 11 could be penalized. Mr. Turner said the International Emergency Economic Powers Act allows the Treasury to levy fines of more than $307,000 for each violation or twice the value of a transaction, though it often cuts penalties if companies cooperate and make efforts to fix compliance failings.

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64 Comments

  1. I have “ISCHY” Israeli Chemicals unsponsored ADR stock. Merrill Lynch, my custodial agent, indicates “no information is available on this stock” and the ticker symbol is now indicated as “465036200” – no longer showing as “ISCHY”. Can you tell me how I find out what is going with this stock, and how I contact investor relations for it?

  2. Thanks for your comment.

    The Depository for Israeli Chemicals unsponsored ADR stock is BNY Mellon. The ADR was terminated effective Oct 27,2014.You can either surrender or request underlying shares with the depository. You have until Jan 27, 2015 to do this. So you want to act fast and contact the depository whose contact info is listed in the termination notice. Here is the link for more details:
    http://www.adrbnymellon.com/files/AD40618.pdf (Termination notice)

    The stock will not trade on the OTC anymore.It will trade only on the Tel Aviv exchange as local ordinary shares.You have to contact BNY Mellon and not the IR contact.Hope this helps.

    Good Luck!
    -David

  5. I received a notice that BNY Mellon is going to terminate the deposit agreement for Bank of Ireland ADRs. How do I know if the ordinary shares will be easily tradeable if I elect to keep them? If dividends are paid in the future by the bank, will there be any issues with me receiving them if I elect to keep it as ordinary shares?

  6. Ben
    Ordinary shares will be easily tradeable as long as they trade on the domestic exchange. It can be a pain to keep track of that.I think dividends paid by ordinary shares are not getting properly credited to US customers’ account by brokers. In my experience with one British stock I did not find my broker knowledgeable and cooperative on this matter.So avoid all the headaches if I were you i would sell my ADR holdings and not bother with keeping the ordinary shares. Unless you own thousands or millions of ordinary shares it may be too much of a trouble to deal with the depository and brokers in trading and receiving dividends. Hope this helps.

    Thanks
    -David

  7. David – I also received the notice that ire adr will get terminated .. So I just wanted to know if I do not convert to ordinary share the depository will sell the share and will give from the procceds but the sale of procceeds will not happen before Apr 2016 .. So I wanted to know 1) how the depository sells the procceds ,is it based on current price of the underlying share when it terminates or will it be the price at when they decide to sell 2) thy have also mentioned i will be charged 0.05 $ per ads.. So what is difference between ADR and ads

  8. Hi
    Usually it will be based on the price at the time of actual termination.You have to check with them to make sure when they will sell it and what price. ADS and ADRs are basically the same. ADR is the depository receipt program and the shares are called ADS(American Depository Shares). Thx.

  10. Since its an ADR and is getting delisted from the NYSE you have to ask the investor relations of Quest if they can convert your shares to the ordinaries traded on the TSX. I haven’t done this before myself. But I think in most cases, they may not be willing to do that and will simply ask you to liquidate your NYSE shares on move on. So send them an email quickly or sell it and if you have a loss, use it to write it off in your tax returns.

  11. If I choose the option of converting the ADR to ordinary shares, is that considered a sale for tax purposes with associated Capital Gains/Loss?

  12. Nope.You will not be charged any taxes for converting ADRs to ordinary shares including any capital gain/loss associated with the transaction. Thx.

  13. Portugal Telecom (ADR) has delisted itself from NYSE. I own stocks of this company and so far have not received any letter from the company explaining my options. Any idea where to look? what to do now?

  15. Hi, I owned shares of BNY Mellon listed ADR PVD. BNY Mellon delisted the shares in 9-2014. I received no notice and waited till 8-14-2015 to get the proceeds for my auctioned off shares. Now my brokerage is treating the proceeds like a distribution and withholding 35% of the entire amount. They won’t listen when I try to get them to give me back the withholding. What recourse do I have?

  16. Ken
    Sorry for the delayed reply. I haven’t had this type of situation with my broker.

    Obviously what your broker did is not right. I would document all your dealings with them on this issue and file a complaint with the SEC or FINRA. And advise your broker that will move your assets to their competitor if they won’t do the right thing. Unfortunately that is the only recourse you have. If your broker is a reputed one they will resolve this. Thanks.

  17. Good Evening!

    I own stock in NBG – ADR, and was recently notified it is being delisted from the NYSE. There was no prior warning for this happening, and I’m a little concerned that I will lose all of my money along with the millions other investors have put into this stock.

    Thanks in advance for your input!

  18. Sorry to hear that own NBG shares. Anyway NBG can appeal the delisting order with NYSE but seems like it is unlikely to happen. You may be able to cash out what its worth before the delisting date if the depository and NBG permits it. Please contact BNY Mellon depository and check:
    Ravi Davis
    Tel: 65 6432 0281

    In the worst case scenario I am afraid you have to take the loss and ask your broker to remove it from your account and then use the losses for tax purposes. You can deduct $3k per year for taxes.You can also wait and see if NBG starts trading on the OTC market. If it does then you can sell it there or wait if it comes back up to your cost price. Hope this help.s Thx.

  19. Hi,
    Any examples of an ADR delisting due to merger/acquisition in its domestic country? Would be great if you can share any delisting rules/regulations in case of M&A’s on NYSE/NASDAQ exchanges.

    Regards.

  21. Hello,

    I have Volvo ADR’s terminated sitting at JP Morgan. The Volve ADR’s were terminated on Jan 7, 2016.
    I wish not to sell the ADR’s at this time, and I was told by JP Morgan that I would need to find a broker to get the cancelled ADR’s issued to me. This is somewhat complicated as I am Canadian.
    Any information of suggestions you can pass along would be greatly appreciated!

    Thanks

  22. Andy
    Thanks for the comment.

    Unfortunately I do not have additional info to help with your situation. I am afraid you have to search for a broker that will do that.
    You may also want to do some research online for some Canadian sites that may have information. Good luck !

    -David

  24. Hello David, thx so much for the Citi link!,…I’ve reached out to them.
    Will follow-up when I hear back.

    Appreciate your help

    Andy

  26. Hello,
    I own shared of Western Lithium (WLCDF) which recently changed its name to “Lithium Americas Corp” and began trading on the Toronto Exchange (LAC) and on the OTCQX. My ETrade account shows the symbol as a bunch of numbers. I am a novice investor and I don’t know what happens to my shares or if and how I can continue trading this stock. Please advise. Thank You.

  27. Jack
    Western Lithium and Lithium Americas merged together and now trades as Lithium Americas Corp. (LAC.TO) on the TSX. So you WLCDF shares stopped trading and the new company’s ordinary shares are not trading on the OTC market.The string of numbers you see in your account is probably the CUSIP #.

    You cannot continue to trade the stock as it is delisted on the US OTC market. Not sure if they gave you the option to convert to the ordinary shares of the new firm on the TSX. So you have to contact Etrade and ask them how to liquidate your shares on the TSX market and get your liquidated amount. Thats the easiest option at this point. Basically ask them you want to sell the stock and get your money back and they will reply what you can and cannot do at this point. Hope this helps.

    Good luck
    -David

  28. Just received a notice from Deutsche Bank to Registered Owners of ADRs stating that the termination of the September 23 2010 Deposit Agreement effective date at the close of Business 90 days from Oct 7 2016 or is January 5 2017.
    Deutsche Bank Trust Company filed for and intend to establish an unsponsored ADR program for shares of Daimler AG. Holders of sponsored ADSs will be eligible to cancel their ADSs and receive the Daimler AG shares represented thereby.
    What does all of this mean and what are my possible options?

  29. Yep. This situation is fairly common and you have some options.
    1. Since the ADS program is getting terminated you can surrender your shares to the depository bank (DB) and they will pay you the proceeds of the sale net of any fees.
    2. You can wait for the unsponsored ADR program to start trading and convert your sponsored ADS to those. Contact DB for the process to this:
    Corporate Actions Markets Distribution

    [email protected]
    New York
    Tel: +1 212 250 9100
    3.Convert your ADSs to the Daimler AG ordinary shares traded on the domestic market in Germany. This is complicated and not all companies and depository banks will allow this. Again contacting DB is the best option for this.

    For more info click this link:
    https://tss.gtb.db.com/FileView/Data.aspx?URL=dbdr/publication/Other/8695_OCT072016122608PM.pdf

    Hope this helps.

    Good Luck!
    -David

  30. I own diamler adr’s and I can not find out what is going on. The line to the transfer agent is always busy. the only word I understand is terminate. If anyone can help please do. joseph

  31. Sorry about your situation. Here are some options:
    Yep. This situation is fairly common and you have some options.
    1. Since the ADS program is getting terminated you can surrender your shares to the depository bank (DB) and they will pay you the proceeds of the sale net of any fees.
    2. You can wait for the unsponsored ADR program to start trading and convert your sponsored ADS to those. Contact DB for the process to this:
    Corporate Actions Markets Distribution

    [email protected]
    New York
    Tel: +1 212 250 9100
    3.Convert your ADSs to the Daimler AG ordinary shares traded on the domestic market in Germany. This is complicated and not all companies and depository banks will allow this. Again contacting DB is the best option for this.

    For more info click this link:
    https://tss.gtb.db.com/FileView/Data.aspx?URL=dbdr/publication/Other/8695_OCT072016122608PM.pdf

    Hope this helps.

    Good Luck!
    -David

  32. Hello David, thank you for your reply. I was cut off, do not own a computer and I use one at the local library. Since the last time you helped, 2 days ago, I have not been able to get in contact with the transfer agent. From what I understand DB is in a lot of trouble and the US wants $14 billion from DB and I can not find out if DB is a stock broker and I do not have a DB in my area to talk to. The only thing to do is to is to go to a broker to sell or sell through the transfer agent. I do not like to give up the certificate because I will be subject to reorg fees and late time to get dividends. thanks again joseph

  33. I have ADS in Arcam trading as AMAVF. GE Sweden is buying the company and if they obtain 75% of the stock they will delist it. I did not sell to GE before they closed the US offer. I can still sell the stock in regular trading. What would happen if I didn’t sell and they delisted it? What does it cost to sell a delisted ADS? Does the value usually go up or down? What does owning an ADS of a delisted stock mean?

  34. Joseph
    Keep trying to get a hold of the transfer agent.If they are not answering try complaining to the Daimler Investor Relations.Maybe that might help.
    Otherwise the best option is to sell your shares and move on.

    Yes.DB is in a lot of trouble but that should that affect things like the transaction you are trying to do with them. Even if they have to pay big fines they cannot ignore their duty to their clients.

    Thanks
    -David

  35. If the stock is delisted and you did not sell it then unfortunately it will become worthless.Selling a delisted stock is difficult since a broker has to first find a buyer willing to buy your stock. So your best bet is sell the ADS when there is some trading and move on.

    Hope this helps.
    -David

  36. Hello David, No one answers. I understand 1,sell on the pink ddaif or ddaiy . 3 put the stock in domestic market in Germany, understand, not a good idea. Don’t understand delisted and listed, why would DB delisted, will they delist in part 2. Part 2 is the part I can not understand and it is driving me out of my mind. I think I have sponsored and in part 2 they will turn into unsponsored, I do not understand. I have the adrs in my name and took paper work to broker but the only thing they want are the certificates. Can I sell the stock In part 2 unsponsored after Jan 5th? I have never come across such an upside down crossways situation and not in english. Is there more paperwork on the way? When did Daimler go pink? I thought they traded in the New York Stock Exchange? joseph

  37. This just happened a couple of days ago with my Daimler Benz ADR….. DDAIY. They really do a poor job letting ADR holders know. So, right now it’s in limbo. I’m waiting to see if an unsponsored ADR will be offered but as of now you can do a 1-1 with the regular stock. However, TD Ameritrade informed me that they most likely won’t let me hold the regular stock since it doesn’t trade on a US exchange. Does anyone else hold DDAIY and have any more details????

  39. RC
    Thanks for the note. Yes it seems like Daimler may be trading again under the ticker DMLRY according to BNY Mellon:
    https://www.adrbnymellon.com/news-and-publications/overview

    But I could not find additional info either. Maybe we have to wait. Or other readers can share if they have any info.
    BNY Mellon has last closing price as $76.46 on Friday.

    You are right.Sometimes all ADR changes are not communicated to us properly.

    Thanks
    -David

  41. No need to post the following…. Thanks for looking into it, David. I’m sure brokers have some simple paperwork that gets signed to authorize them to transfer DDAIY shares into DMLRY shares. In any event, I really appreciate your website. It provides a bit of comfort during what is a confusing time where it can be difficult to find answers. Thank you and have a good New Year.
    RC
    (If I hear of any DDAIY updates, I’ll be sure to pass them along.)

  42. Here is an update on Daimler and DDAIY that I received directly from Deutsche Bank….
    “The new Daimler unsponsored ADR program was launched on January 6th under the symbol DMLRY.
    If you would like to convert your sponsored Daimler to the unsponsored program please have… (your broker)…. take the following steps:

    · Deliver cusip 233825108 to DTC 2655 (Free of Payment)
    · Mention “Exch to Unspon Cusip” in the comments field
    · Include any sub-account information required for our delivery
    · Receive cusip 233825207 from DTC 2655 (Free of Payment)
    It is available for conversion now, you should see a quote this week, we are waiting for FINRA to approve the Form 211s filed by the market makers.”

  43. Thanks for sending this over. I appreciate it.

    I will share this info so that others may benefit as well.
    I also saw that BNY Mellon has posted about this on their site today.

    -David

  44. Hi David,

    My question is slightly different: what happens to the ADR shares when the parent company itself gets delisted?

    I own the ADR shares of Toshiba, which are trading on the OTC market as TOSBF & TOSYY. However, while low probability, there is some serious concern that Toshiba common stock that resides on the Tokyo Stock Exchange might be delisted from the TSE.

    What would happen to the ADR shares if the parent company itself gets delisted?? (I called Citi and BNY who seemed to be the depository holders and they had no clue, though I could only speak with customer service agents)

    It’s awesome and incredible that you’re still answering your readers’ questions on a blog post that’s a couple years old. That’s real dedication man, thank you!

  45. Hi BK
    Thanks for your kind words. I am glad that you like my blog. I try to help others as much as I can via this site.

    Anyway when a parent company gets delisted and you own ADRs of that company then in many cases the parent company will announce how they plan to cancel the ADR program at the time of delisting, Many will simply pay a certain cash amount to ADR holders and ask the depository to collect and cancel them. Before this happens, the depository bank will send out an email or put out a notice asking ADR holders to surrender their shares to get the cash less of any admin fees. In situations like this, it is important to find out if the ADR is sponsored or unsponsored.If it is sponsored you should be able to get help one way or the other.

    If CIti is not being customer-friendly then you may want to ask the company investor relations directly.

    Hope this helps.
    -David

  46. David – I was wondering if you could help with a situation I am currently in. I own shares of Actelion through the unsponsored ADR ALIOY. They are getting acquired by Johnson and Johnson through a tender offer and Citi (manager of unsponsored ADR) has not tendered their shares. There are some (what I believe to be) boiler plate language in the merger documents that if you don’t tender your shares it is possible to get hit with a 35% Swiss withholding tax. Do you happen to know anything about such tax and if you’ve seen it actually triggered in the past? Thanks!

  47. Anuj – Yes. The withholding tax they mention is the Dividend Withholding Tax Rate that Switzerland charges for foreigners on dividends paid out.
    Source:
    https://topforeignstocks.com/2017/03/19/dividend-withholding-tax-rates-by-country-2017/
    This tax rate is one of the highest in the world.

    I haven’t actually seen this triggered in the past. Technically it should not be since it is not a dividend situation. I would continue to check with Citi and Actelion’s Investor Relations on how to tender your shares so that you don’t hit with this tax. Hope this helps.

    -David

  48. I have shares in the National Bank of Greece and i purchased those shares 1 week before the ADR terminated without knowing of the pending termination.

    I use the TD Ameritrade platform and my money is tied up in the account, I can neither sell nor withdraw.

    What are my options, what should I do, any help is much appreciated.

    Thank You

  49. Fadi
    Sorry to hear about your situation with NBG stock.

    You can contact the depository BNY Mellon Depository and tell them that you would like to cash out of the delisted ADR. They will be able to help.Or you can also contact the investor relations at NBG and ask for their advice. Either way TD may not be able to help you recover the sale proceeds. They can sell it and mark it as non-traded security for tax loss purposes. So the best option to contact BNY Mellon and go from there.

    Hope this helps.
    -David

  50. Hi,

    I have a stock that is not ADR but trades on OTC and trades locally on the ASX. There is rumor the company might be bought out, do you know what happens to the OTC stock if the ASX company goes private or taken over?

    Thanks!!

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