American Depositary Receipts

Dixons Carphone has established a sponsored Level I American Depositary Receipts (ADR) program for which Deutsche Bank perform the role of depositary bank. The Level 1 ADR program trades on the U.S. over-the-counter (OTC) markets under the symbol DXCPY (it is not listed on a U.S. stock exchange). Each Dixons Carphone ADR represents two Dixons Carphone Ordinary Shares.

Ticker: DXCPY
Structure: Level I ADR
Exchange: OTC
Ratio (ADR:ORD): 1 ADR : 2 Ordinary Shares
DR ISIN: US2558721039
CUSIP: 255872103

Contact details for ADR investors and brokers:
Deutsche Bank ADR broker services desks
New York: Tel +1 212 250 9100
London: +44 (0)20 7547 6500

Contact details for registered ADR holders:
Deutsche Bank Shareholder Services
American Stock Transfer & Trust Company
Operations Center
6201 15th Avenue
Brooklyn, NY 11219

Email:
DB@amstock.com

Toll free number (if calling from within the U.S.): (866) 249 2593
Direct Dial (if calling from outside the U.S.): +1 718 921 8124

Deutsche Bank, as the depositary bank for Dixons Carphone’s sponsored Level I ADR program, performs the following roles for ADR holders:

  • Records and maintains the register of ADR holders
  • Is the stock transfer agent
  • Distributes dividends in U.S. dollars (when dividends have been declared by the Board of Directors)
  • Issues and cancels Dixons Carphone ADRs

For those holders who are not registered because their shares are held through a ‘street name’ (bank or broker nominee account), your nominee will receive company documents from time to time from Deutsche Bank to distribute to ADR holders. You need to make arrangements with your nominee if you wish to receive such documents and to be able to exercise your vote through the depositary bank at general meetings (if applicable).

Frequently Asked Questions

What is an American Depositary Receipts?

a

An ADR is a negotiable U.S. certificate representing ownership of shares in a non-U.S. corporation. ADRs are quoted and traded in U.S. dollars in the U.S. securities market. Dividend payments (if declared by the Board of Directors) are also paid in U.S. dollars. ADRs were specifically designed to facilitate the purchase, holding and sale of non-U.S. securities by U.S. investors and to provide a corporate finance vehicle for non-U.S. companies.

What are the benefits of ADRs to US investors?

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U.S. investors generally prefer to purchase ADRs rather than ordinary shares in the issuer's home market because ADRs trade, clear and settle according to U.S. market conventions. One of the main advantages is the facilitation of diversification into foreign securities. ADRs allow easy comparison to securities of similar companies, as well as access to price and trading information. ADR holders also appreciate U.S. dollar dividend payments (if declared) and receiving corporate action notifications.

Where can I find additional documentation?

a

Dixons Carphone ADR registration statement Form F-6 and Deposit Agreement have been filed with the US Securities and Exchange Commission and are available to view at www.sec.gov/edgar/searchedgar/companysearch.html (enter ‘Dixons Carphone’ in company name search).

How can I find dividend payment and corporate action information for Dixons Carphone?

a

For dividend and corporate action information, please visit: http://www.adr.db.com
Please search the name Dixons Carphone and then select the ‘Corporate Actions’ tab. Alternatively, you may contact Deutsche Bank Shareholder Services at the following toll-free number (if calling from within the U.S.): (866) 249 2593 or Direct Dial: +1 (718) 921 8124

How are ADR dividends paid?

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Dividends, when declared by Dixons Carphone’s Board of Directors, are generally payable to ADR holders in U.S. dollars seven days after dividend payments are paid on Dixons Carphone’s ordinary shares, to accommodate the payment process established by Dixons Carphone and Deutsche Bank.

Where are Dixons Carphone ADRs traded?

a

Dixons Carphone ADRs are traded on the US over-the-counter (OTC) markets. They are not listed on a U.S. stock exchange:
Ticker: DXCPY
Structure: Level I ADR
Exchange: OTC
Ratio (ADR:ORD): 1 ADR : 2 Ordinary Shares
DR ISIN: US2558721039
CUSIP: 255872103

What is the difference between a registered holder and a beneficial ADR holder?

a

A registered holder is one whose name appears on the books of the depositary bank, as registrar; the registered holder is considered the owner of record. A beneficial holder is one whose holdings are held in another name, such as a broker, bank or nominee.