American Depository Receipts
An American depository receipt (ADR) is a U.S. dollar-denominated negotiable security that represents ownership of a specified number of shares of a foreign stock that has been purchased by a U.S. financial institution through a custodian bank. ADRs are used by investors in the U.S. to purchase securities of foreign companies without having to deal directly with the foreign financial institution.
ADRs are traded on U.S. markets and their prices are quoted in U.S. dollars. Investors can buy and sell ADRs just as they would any other securities. The number of shares represented by an ADR depends on the specific company. Some foreign companies have a higher ratio of ADRs to shares than others.
ADRs are issued by banking institutions such as Citibank, Bank of New York and JP Morgan Chase. Every ADR must have a depositary bank, which is usually a major U.S. bank. The depositary bank acts as a custodian of the foreign securities, holds them in its custody, registers the ADR and services them. The depositary bank also maintains records and processes distributions and other actions for the securities.
The advantages of buying ADRs are that investors don’t have to deal with the foreign financial institution, can easily convert the ADRs to foreign currency when they sell, and U.S. rules, such as account segregation requirements, generally apply. For companies who want U.S. investors, issuing ADRs allows them to access the large and liquid U.S. markets, which could unlock additional value for their companies.
In some cases, it might be difficult for a foreign company to raise capital by offering its ADRs to retail investors in the U.S. If the company is not well known and does not have a large and liquid trading history, a U.S. broker-dealer may not be willing to offer it to its customers.
ADRs can also be used as a way for a foreign company to acquire a U.S. company. By issuing ADRs, the foreign company can purchase a large number of shares without paying cash or having to convert its foreign currency.
In conclusion, ADRs provide a convenient way for U.S. investors to purchase securities of foreign companies without having to deal directly with the foreign financial institution. By accessing the large and liquid U.S. markets, ADRs can provide additional value to foreign companies, and can also be used as a way for a foreign company to acquire a U.S. company.