JOHANNESBURG, Sept. 9, 2013 /PRNewswire/ -- Sappi Limited
("Sappi" or the "Company") (NYSE: SPP) announces its intention to
voluntarily delist its American Depositary Shares ("ADSs"), which
are evidenced by American Depositary Receipts ("ADRs"), from the
New York Stock Exchange ("NYSE"). Sappi will convert its current
ADR programme into a Level I ADR programme to give current ADR
holders the option to continue to hold ADRs. Level I ADRs are
traded in the United States
over-the-counter market as opposed to on a U S national securities
exchange.
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The Company's decision to delist from the NYSE is based on the
low trading volume of its ADSs on the NYSE as well as the high
costs and administrative complexity associated with maintaining its
listing and registration in the U S. As of today, less than 1% of
Sappi's shares are held through its ADR programme, and for the
twelve months ended 28 August 2013,
less than 1% of Sappi's average daily trading volume occurred on
the NYSE, where the Company has been listed since 1998.
Sappi believes that the resulting savings in costs and
management time will benefit the Company and its shareholders.
Sappi is fully committed to its U S shareholders and believes that
the continued trading of the Company's ordinary shares on the JSE
Limited (the "JSE"), previously known as the Johannesburg Stock
Exchange, will provide sufficient liquidity to its shareholders,
including its U S shareholders, and access to capital for the
Company.
"Delisting from the NYSE is in line with Sappi's strategy to
reduce costs and improve efficiency. As a South Africa-headquartered company, our
primary listing will remain the JSE, as it has been since 1937,"
commented Sappi Limited Chief Executive Officer Ralph Boettger. "Sappi remains committed to high
standards of corporate governance and transparency in financial
reporting."
Sappi is subject to the JSE Listings Requirements, corporate
governance standards as reflected in the guidelines contained in
the King Report on Governance for South
Africa 2009, as well as laws applicable to publicly listed
companies in South Africa. Sappi
reiterates its commitment to provide investors with timely
information regarding significant business and financial
developments. The Company expects to continue to host regular
investor relations activities, including quarterly earnings
reporting, earnings calls, analyst meetings and investor
roadshows.
Sappi delivered notice today to the NYSE that it intends to
delist the ADSs. As disclosed in the notice to the NYSE,
Sappi expects to file a notification of removal from listing on the
NYSE via Form 25 with the U S Securities and Exchange Commission
(the "SEC") on or about 19 September
2013. The delisting of the ADSs should be effective on
30 September 2013. The anticipated
effective date may be delayed if the SEC postpones the
effectiveness of the application to delist or for other
reasons.
Concurrent with the delisting from the NYSE, Sappi also intends
to file with the SEC a certification of termination of registration
on Form 15F to terminate the registration of the ADSs under the U S
Securities Exchange Act of 1934 (the "Exchange Act") and to suspend
Sappi's reporting obligations with the SEC. Sappi expects that its
obligation to file reports with the SEC will be suspended
immediately upon the delisting of the ADSs from the NYSE. Sappi
reserves the right to delay the filing of the Form 25 or Form 15F
or withdraw either Form for any reason prior to their
effectiveness.
Sappi further announces that it has agreed with the Bank of New
York Mellon to amend the Deposit Agreement pursuant to which the
ADRs were issued in connection with the conversion to a Level I ADR
programme. The amendment is expected to become effective on
or about 30 September 2013.
For more information about the Company, please visit
www.sappi.com.
Forward-looking statements
Certain statements in
this release that are neither reported financial results nor other
historical information, are forward-looking statements, including
but not limited to statements that are predictions of or indicate
future earnings, savings, synergies, events, trends, plans or
objectives.
The words "believe", "anticipate", "expect", "intend",
"estimate", "plan", "assume", "positioned", "will", "may",
"should", "risk" and other similar expressions, which are
predictions of or indicate future events and future trends, which
do not relate to historical matters, identify forward-looking
statements. You should not rely on forward-looking statements
because they involve known and unknown risks, uncertainties and
other factors which are in some cases beyond our control and may
cause our actual results, performance or achievements to differ
materially from anticipated future results, performance or
achievements expressed or implied by such forward-looking
statements (and from past results, performance or achievements).
Certain factors that may cause such differences include but are not
limited to:
- the highly cyclical nature of the pulp and paper industry
(and the factors that contribute to such cyclicality, such as
levels of demand, production capacity, production, input costs
including raw material, energy and employee costs, and
pricing);
- the impact on our business of the global economic
downturn;
- unanticipated production disruptions (including as a result
of planned or unexpected power outages);
- changes in environmental, tax and other laws and
regulations;
- adverse changes in the markets for our products;
- the emergence of new technologies and changes in consumer
trends including increased preferences for digital media;
- consequences of our leverage, including as a result of
adverse changes in credit markets that affect our ability to raise
capital when needed;
- adverse changes in the political situation and economy in
the countries in which we operate or the effect of governmental
efforts to address present or future economic or social
problems;
- the impact of restructurings, investments, acquisitions,
dispositions and other strategic initiatives (including related
financing), any delays, unexpected costs or other problems
experienced in connection with dispositions or with integrating
acquisitions or implementing restructurings or strategic
initiatives (including dissolving wood pulp conversion projects),
and achieving expected savings and synergies; and
- currency fluctuations.
We undertake no obligation to publicly update or revise any
of these forward-looking statements, whether to reflect new
information or future events or circumstances or otherwise.
For further information
Andre F Oberholzer
Group Head Corporate Affairs
Sappi Limited
Tel +27 (0)11 407 8044
Mobile +27 (0)83 235 2973
Andre.oberholzer@sappi.com
Graeme Wild
Group Head Investor Relations and Sustainability
Sappi Limited
Tel +27 (0)11 407 8391
Mobile +27 (0)83 320 8624
Graeme.wild@sappi.com
Issued by
Brunswick
on behalf of Sappi Limited
Tel + 27 (0) 11 502 7300
Sappi Limited
PO Box 31560
Braamfontein
2017
South Africa
Tel +28 (0)11 407 8111
www.sappi.com
SOURCE Sappi Limited