Wolseley to Delist from New York Stock Exchange, Deregister from the Securities and Exchange Commission and Move from Full Listi
11 Dicembre 2007 - 3:05PM
PR Newswire (US)
CINCINNATI, Dec. 11 /PRNewswire-FirstCall/ -- Wolseley plc (the
"Company"), the world's largest specialist trade distributor of
plumbing and heating products to professional contractors and a
leading supplier of building materials, today announces its intent
to delist its American Depositary Receipts ("ADRs") and deregister
the Company from the New York Stock Exchange ("NYSE") and terminate
its reporting obligations under the Securities Exchange Act of 1934
(the "Exchange Act"). The Company intends to maintain its ADR
facility as a Level I ADR program. This means that the Company's
ADRs will be traded on the US over-the-counter market (known as
International OTCQX). Accordingly, Wolseley has not arranged for
the listing of its ADRs or ordinary shares on another national
securities exchange or for the quotation of its ADRs or ordinary
shares in a quotation medium in the United States. The Company's
ordinary shares will continue to trade on the London Stock
Exchange. Wolseley intends to file Form 25 with the Securities and
Exchange Commission ("SEC") on December 21, 2007 to effect this
delisting. The delisting is expected to be effective 10 days after
the filing (December 31, 2007). The Company also intends to file
Form 15F with the SEC to deregister and terminate its reporting
obligations under the Exchange Act. By operation of law, the
deregistration will be effective 90 days after the filing, unless
the Form 15F is earlier withdrawn by the Company or is denied by
the SEC. The Company reserves the right to delay the filing of
Forms 15F and 25 or to withdraw them for any reason prior to their
effectiveness. Steve Webster, Chief Financial Officer said: "This
decision is entirely consistent with our objective of
simplification as it reduces costs and complexity without in any
way detracting from the integrity of our governance and control
procedures. The process of deregistering has been simplified
following the new rules introduced by the SEC in June of this year.
As only around one percent of our shares are held in the ADR
program and the average trading volume for the year ended July 31,
2007 was less than one percent, we do not believe it is appropriate
from a cost and administrative perspective to continue with the
reporting obligations under the Exchange Act. Our business strategy
remains the same and North America is, and will continue to be, a
key market for Wolseley; it currently accounts for approximately
50% of Group revenue." Wolseley expects its move from a full
listing to a Level I ADR to result in annual savings of 4 million
pounds Sterling. The Company will continue to comply with the
Combined Code on Corporate Governance and the UKLA Listing Rules.
The Company also expects to continue to publish its Annual Report
and Accounts and other documents and communications in accordance
with Exchange Act Rule 12g3-2 on its website
http://www.wolseley.com/. About Wolseley plc Wolseley plc is the
world's largest specialist trade distributor of plumbing and
heating products to professional contractors and a leading supplier
of building materials in North America, the UK and Continental
Europe. Group revenue for the year ended July 31, 2007 was
approximately 16.2 billion pounds and operating profit, before
amortization and impairment of acquired intangibles, was 877
million pounds. Wolseley has around 77,000 employees operating in
28 countries namely: UK, USA, France, Canada, Ireland, Italy, The
Netherlands, Switzerland, Austria, Czech Republic, Hungary,
Belgium, Luxembourg, Denmark, Sweden, Finland, Norway, Slovak
Republic, Poland, Romania, Croatia, San Marino, Panama, Puerto
Rico, Trinidad & Tobago, Mexico, Barbados and Greenland.
Wolseley is currently listed on the London and New York Stock
Exchanges (NYSE:WOS) (LSE:WOS.L) and is in the FTSE 100 index of
listed companies. Certain information included in this release is
forward-looking and involves risks and uncertainties that could
cause actual results to differ materially from those expressed or
implied by forward looking statements. Forward-looking statements
include, without limitation, projections relating to results of
operations and financial conditions and the Company's plans and
objectives for future operations, including, without limitation,
discussions of expected future revenues, financing plans and
expected expenditures and divestments. All forward-looking
statements in this release are based upon information known to the
Company on the date of this report. The Company undertakes no
obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise. It is not reasonably possible to itemize all of the many
factors and specific events that could cause the Company's forward
looking statements to be incorrect or that could otherwise have a
material adverse effect on the future operations or results of an
international Group such as Wolseley. Information on some factors
which could result in material difference to the results is
available in the Company's SEC filings. DATASOURCE: Wolseley plc
CONTACT: Analysts, Guy Stainer, Group Investor Relations Director,
+44 (0)118-929-8744, +44 (0)7739-778187, John R. English, Vice
President, Investor Relations, North America, +1-513-771-9000,
+1-513-328-4900, or Media, Mark Fearon, Director of Corporate
Communications, +44 (0)118-929-8787, all of Wolseley plc; Andrew
Fenwick or Kate Miller of Brunswick, +44 (0)20-7404-5959 Web site:
http://www.wolseley.com/
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