ADR转换程序

美国存托凭证(ADR)是用以证明对美国存托股票(ADS)拥有所有权的实物凭证 。ADS是一种在非美国公司拥有的美元计价股权所有权。ADS代表公司存放在其所在国托管银行的外国股票,承载着外国股票的企业和经济权利,受ADR凭证的规定条款限制。

底层普通股的持有者可请求将这些股票转换成ADR。同样,ADR的持有者也可请求将其转换成底层普通股。

此处列出的股票,IB可提供ADR转换。

 

提交股票进行转换

账户持有人可使用IB的自愿选择工具来请求进行转换(底层股票到ADR或ADR到底层股票)。要访问该工具,账户持有人

  1. 可登录账户管理
  2. 从账户管理的左手边选择“工具”图标,或打开“支持”并选择“工具”
  3. 从“工具”菜单选择“公司行动”;从公司行动类型标签中选择“转换”。
  4.  

     

     4. 在表格中找到您想操作的证券,并从表格右侧选择“分配”

 

一经选择便会出现一个新的页面,其将提供有关转换条款的信息。阅读条款后,您便可提交选择。

 

      

请注意:ADR转换将会被收取一定费用。尽管概述部分会给出预估费用,但最终账户需缴纳的费用取决于操作当时代理机构收取的手续费,因此预估费用会发生变化。

 

常见问题

 

转换是否有最低值要求?

IB对ADR或底层股票的转换没有设置最低值要求。

我在可转换头寸列表中并没有看到我的ADR/普通股。

如果证券未在表格中列出,客户可提交一个咨询单。在咨询单中,请注明您想要转换的证券以及股数。收到咨询单后,IB会审核请求并告知您是否可进行该操作。

提交了转换请求后,我的新股票会如何处理?

一旦所选股票在账户中完成结算,请求便会转至处理代理机构。尽管许多请求都会在1至2个工作日内完成,但因为处理过程取决于不同地区的独立第三方代理机构,所以这只是预估,实际有可能会需要更多时间。收到新股票后,头寸将会被分配至账户。

提交选择后会发生什么?

一旦提交了选择,请求便会转至处理代理机构。提交转换的股票将会被移至账户中的备抵区域,无法使用保证金贷款,也无法进行交易。转换完成之前,股票都将保持在该区域。账户持有人应对账户进行检查,确保账户在这一过程中始终满足保证金要求。

我怎样才能知道转换相关的费用?

最初,转换概述部分会提供每股预估费用。账户持有人将需要根据该信息自行计算费用。所有转换都将被收取500美元IB佣金外加外部费用(代收)。

我已经就转换同ADR发行机构协商好了费率。怎样确保这就是我将被收取的费用呢?

如果账户持有人已经协商好了某一特定费率,请提交一个咨询单,注明费率详情以及联系人名称和电话号码。IB将对信息进行审核,一旦确认,便会确保从您的账户扣除相应费用。

我能转换未结算股票吗?

不能。只有已结算股票才能提交至代理机构进行转换。

Dividend Accruals

If you are a shareholder of record as of the close of business on a dividend Record Date (see KB47), you are entitled to receive the dividend on its Payment Date.  While the actual dividend amount is not assured until the payment has been made by the issuer on the Payment Date, information deemed reliable is available such that IB will accrue the value of the dividend, net of any withholding taxes, on the Ex-Date.   This information can be confirmed via the Daily Activity Statement posted to Account Management. The details of the accrual will be reflected in the statement section titled "Change in Dividend Accruals" and the net amount in a line item titled "Dividend Accruals" under the "Net Asset Value" section. If you wish to see information regarding dividends that you held through the Ex Date but which have not yet been paid out, choose "Legacy Full" from the Statements drop down when launching your statement. This will include an additional section called "Open Dividend Accruals" which will give you information on any pending dividends.

Note that dividend accruals may be either a debit (if short and borrowing the stock on the Record Date) or a credit (if long the stock on the Record date). In terms of account valuation, the dividend accrual is included in Equity with Loan Value as well as equity for purposes of determining compliance with the Pattern day Trading rules. A dividend credit accrual does not increase Available Funds and can therefore not be withdrawn until paid. A dividend accrual which is a debit does reduce Available Funds to ensure that funds are available to meet the obligation when payment is due.

Delivery Settings for Shareholder Materials

IB’s default setting for distributing shareholder communications (e.g., proxy materials and annual reports) from U.S. and Canadian issuers is electronic delivery.  Under this method the account holder will receive an email notice when information becomes available for a security they hold from our processing agent, Mediant Communications. This notification will provide the necessary links for accessing the information and voting through the Internet in lieu of receiving these documents via postal service. The technology which you will need to secure the information includes access to the Internet and a web browser supporting secure connections. In addition, you will need to be able to read the documents online and print a copy provided your system supports documents in a PDF format.

 

Other items of note:

 -  We recommend that you add the following addresses to your email address book to minimize the possibility of communications being routed to your junk folder or rejected by your email provider as spam: InteractiveBrokers@proxydocs.com, InteractiveBrokers@investorelections.com, InteractiveBrokers@proxypush.com, InteractiveBrokers@prospectusdocs.com.
 
-  Issuers reserve the right, and are sometimes required by regulation, to send certain shareholder communications via postal mail regardless of the account holder’s preference for electronic delivery. This will most often be the case for interim or special meetings or for contested voting matters.
 
-  Account holders may withdraw their consent to electronic delivery and revert to postal delivery at any time by submitting a request through the Message Center located with Account Management.  Note that changes to delivery settings are not applied to shareholder materials where the record date has already been sent. Account holders may, therefore, continue to receive deliveries for certain securities via the existing method for a period of 2 to 4 weeks after requesting a change.
 

-  The information above applies solely to shareholder communications associated with U.S. and Canadian issuers. The delivery of communications for securities issued outside of these two countries is typically electronic, but managed directly by the issuer or its agent (i.e., not Mediant). 

 

See also: Non-Objecting Beneficial Owner (NOBO)

有关IB公司行动通知程序的信息

IB从外部收到有关已宣布和已生效的强制性与自愿性公司行动的信息。IB采用以下步骤通知客户:

确定公司行动类型 - 每一则公司行动都经系统处理,并确定属于强制性事件(无需股东采取任何行动)还是自愿性事件(股东可选择采取行动)。

根据公司行动类型确定通知方式

  • 强制性事件 - IB将向持有股票、差价合约、期权或期货头寸的账户发送常规通知以提醒客户即将发生的强制性事件。这些强制性事件包括拆股、收购以及股票和现金股息。
  • 自愿性事件 - IB将查看存管或处理机构的要约条款。一旦确认条款,IB将通过账户管理的公司行动选择工具发出要约(点击此处获取有关使用自愿性公司行动选择工具的更多信息)。一旦IB开放选择要约,系统将向合资格的股东发送通知。一旦选择时段开始,客户便可直接通过账户管理提交其选择。 请注意,差价合约持有者不可进行自愿性事件选择。IB将根据其公司行动准则对差价合约持有者进行相应的调整。

注:因涉及手动操作,创建选择总览可能会花费更多时间。

有关集体诉讼的信息

由于盈透证券商业模式的性质以及我们为客户维持低成本所作出的努力,IB无法代表客户监控针对客户所交易证券之数千家公司的集体诉讼或其他诉讼的状态并为客户提供相关信息。盈透证券也不会参与客户所持证券相关之集体诉讼的追偿程序。通常,如果集体诉讼成功或达成了解决方案,股东会收到集体诉讼管理员发来的索偿通知。有关集体诉讼的任何问题均应转向代表原告的律师事务所。

有关已提供信息的说明

请注意,即将发生与已生效公司行动的通知旨在为我们的客户提供有用信息。我们尽最大努力为您提供信息,但是IB不确保信息的及时性和准确性。有时,要约条款可能会在无事先通知的情况下发生更改。客户有义务在进行任何交易决策前确保其已在第三方处(如公司网站或新闻发布)核查过所有公司行动条款。

 

 

 

How to Use the Voluntary Corporate Action Election UI - Withdraw Submitted Elections

Once Interactive Brokers has submitted elections for a voluntary corporate action to the agent ("street"), the elected positions will be transferred by an internal booking to a new symbol to await the final allocation. At this point, the elected position will be considered "committed".

In the event a voluntary corporate action offering period is extended, the company will announce whether shares which had previously been submitted may be withdrawn from such election. In the event this is available, IB will re-open the corporate action election window and will modify the shares from Committed / Unavailable to Committed / Available.

Shares which are reflected on the Voluntary CA Election UI as Committed / Available may be modified by reducing the election quantity for the previously submitted election choice (in the case of a single account) or by selecting Remove All Allocations (in the case of a multi-tiered account structure).

Once updated, a new election may be made either within the same log-in session or by returning at a later point prior to the IB deadline for elections.

Please know that shares for which a withdraw has been requested will be returned to the target symbol and will become available for trading again once IB has confirmed the withdraw with the agent. This may take up to 24 hours. Should you not see a change in the symbol within your statement or through IB's trading platforms, please contact IB Customer Service directly.

Information: How Interactive Brokers processes a partial call of a US security

A partial call is when securities are redeemed for cash by the issuer prior to the maturity date of the instrument. Callable securities include bonds and preferred stocks. The issuer will announce the record date of the call at which time holders of settled positions may become subject to the call.

The US depository (DTCC) will run an allocation algorithm and assign called lots to brokers. While the issuer may announce a redemption ratio, there is no guarantee that the depository will assign the call to every broker holding the called issue at the defined date.

Upon receipt of the call information Interactive Brokers will run an impartial lottery in an attempt to assign the call evenly to all account holders whose positions have been determined to be against the position held at the depository It is important to note that while an account may be long shares, a portion of those shares may be lent or in some other way not considered part of Interactive Broker’s free position at the depository. As such those shares will not be considered when determining the allocation of the call. Also, when determining the final allocation, IB will attempt, but cannot guarantee, that the processing of a partial call does not result in an account holding a position which is less than a round lot. For instance, if Interactive Brokers is called for 2,000 bonds and the assignment of the partial call to a holder of 1,000 bonds would result in the holder being unable to close the resulting position, the holder may be excluded from the allocation process. Such exclusion may result in a holder being assigned on the call for a higher percentage of their bonds than the issuer has announced.

Assignment of calls will be handled shortly after the announcement by the depository. Customers will have the assigned position moved to a contra-symbol to await allocation of the funds to the account.

 

Dividend Tax Withholding on Depository Receipts

In the event an account holds a dividend paying depository receipt, at the time of the dividend payment taxes will be withheld. In several jurisdictions, IB is unable to efficiently comply in an electronic, straight-through manner with the required beneficial owner disclosure requirements. As such, dividends on depository receipts where full beneficial owner disclosure is required in order to receive beneficial tax treatment will be withheld at the maximum tax rate applicable.

Shareholders will not be eligible for reduced tax treatment on the allocation of cash through IB. All shareholders should consult their tax advisor for information on how to obtain a tax refund or tax credit for such activity.


Merger Arbitrage: Trading in Companies Involved in Pending Mergers/Acquisitions

Trading the securities of companies involved in announced but as-yet incomplete mergers is known as “Merger Arbitrage.”

When a company decides to assume control of a public company, the per-share price that the acquiring company must agree to pay for the target company is typically greater than the prevailing per-share stock price on the public exchange. This price difference is known as the “takeover premium.”

After the takeover terms are announced, the share price of the target company rises, but typically continues to hover somewhat below the price specified in the takeover terms.

Example: Company A agrees to purchase Company B. Prior to the takeover announcement, Company B’s shares trade on the NYSE for $20.00 per share. The deal terms specify that Company A will pay $25.00 in cash per share of company B. Shortly after the deal is announced, it would not be unusual to see Company B’s stock trading at $24.90 – higher than it had been trading, but still a 40 basis point discount versus the agreed upon deal price.

There are two primary reasons for this discount:

  1. While the takeover has been announced, it may never be completed, because of, e.g., regulatory, business, or financing difficulties; and,
  2. The interest cost of holding the target company’s shares.

If the acquiring company is a public company, the takeover deal may also be structured as a “Fixed Ratio” deal, where the acquiring company pays for the target company in a fixed ratio of its shares. Once a fixed-ratio acquisition deal is announced, the stock price of the target company’s shares will become a function of the acquiring company’s stock price.

Example: Company C, whose stock price is $10.00, agrees to acquire Company D, whose stock price is $15.00. The deal terms specify that two shares of Company C will be paid per share of Company D. Shortly after the deal is announced, it would not be unusual to see Company D’s stock trade at $19.90 on the stock exchange, even though two shares of Company C are currently worth $20.00 in cash.

As with a cash deal, the trading price of the target company will typically be at a discount to that implied by the deal ratio because of potential deal roadblocks and interest costs. This spread can also be influenced by differences in dividends received versus dividends owed over the expected life of the deal, and also by difficulties in borrowing the acquirer’s shares. (Sometimes takeovers are structured using floating ratios of stock, or with collars around a floating stock-for-stock ratio. There are also mergers that use combinations of stock and cash that require an election by holders of the target company. Such deals will make the relationship between the acquiring company and target company stock prices much more complicated than for standard, plain vanilla “cash” and “fixed ratio” takeover deals), and require very specific, intricate trading strategies.

For both Cash and Fixed Ratio takeover deals, the discount on the open market price of the target company tends to shrink as the closing date of the deal approaches and the deal progresses through various milestones such as the successful receipt of financing and shareholder and regulatory approval. Typically any discount largely disappears by the day that the takeover is completed.

Standard merger arbitrage trading strategies attempt to capture the spread between the current trading price of an acquired company and the eventual deal price. In the case of a Cash takeover, the standard Merger Arbitrage trade is to buy shares of the target company when the open-market price of the target company’s shares is lower than the deal price, hoping that the deal will successfully close and the target company’s shares will rise to the deal price. In the case of a Fixed Ratio takeover, the standard Merger Arbitrage trade is to buy shares of the target company and simultaneously short shares of the acquiring company when the shares of the target company are trading at a discount to the price specified in the takeover terms, as calculated by the companies’ current stock prices and the deal’s specified ratio. In both cases, the trader hopes that the deal will close, making money as the discount to the deal price decays.

Of course, if a trader believes that the market is too sanguine about a deal’s prospects, he could execute the opposite of the trades described above – shorting shares of the target and potentially buying shares of the acquirer.

As with all trading strategies, Merger Arbitrage strategies contain inherent risk.

The long merger arbitrage strategies described above are designed to profit if a takeover successfully closes; but, if the takeover is delayed or cancelled – or even rumored to be delayed or cancelled – these strategies risk losing money, in some cases more money than the original investment. The short merger arbitrage strategies risk losing money if the deal is completed, with significant loss potential if there is a sweetened offer for the target company.

This communication is provided for information purposes only and is not intended as a recommendation or a solicitation to buy or sell securities. Trading in shares of companies involved in announced mergers is inherently risky. You should make yourself aware of the terms and risks of the proposed transaction before making any trading decision. Customers are solely responsible for their own trading decisions.

Information regarding mandatory corporate actions which result in fractional shares

In the event a mandatory corporate action is processed which would result in an account receiving fractional shares, such shares will be liquidated for cash by IB. The processing of the liquidation will typically be done within one day of the processing of the action.

Please be aware that IB holds all positions in street name. As such, corporate actions which may include a round up privilege whereby a broker may request that each holder of a fractional position be rounded up will not be supported by IB. All such actions which result in a fractional share will be liquidated as cash. The resulting cash will be the equivalent to the value of the resulting fractional shares.

Overview of the OneChicago NoDiv Contract

The OneChicago NoDiv single stock futures contract (OCX.NoDivRisk) differs from the Exchange's traditional single stock futures contract by virtue of its handling of ordinary distributions (e.g., dividends, capital gains, etc.).  Whereas the traditional contract is not adjusted for such ordinary distributions (the discounted expectations are reflected in the price), the NoDiv contract is intended to remove the risk of dividend expectations through a price adjustment made by the clearinghouse. The adjustment is made on the morning of the ex-date to ensure that the effect of the distribution is removed from the daily mark-to-market or cash variation pay/collect.

For example, assume a NoDiv contract which closes at $50.00 on the business day prior the ex-date at which stockholders of a $1.00 dividend are to be determined. On the ex-date OCC will adjust that prior day's final settlement price from $50.00 downward by the amount of the dividend to $49.00. The effect of this adjustment will be to ensure that the dividend has no impact upon the cash variation pay/collect as of ex-date close (i.e., short position holder does not receive the $1.00 variation collect and the long holder incur the $1.00 payment).


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