At Globo (LSE-AIM: GBO, OTCQX: GOBPY) we empower the mobile enterprise, to increase productivity, increase operational efficiency and improve customer satisfaction. Our offerings combine mobile security and device and data management with mobile application development solutions that enable businesses, both large and small, to make their mobile-first aspirations a commercial reality.
Founded in 1997, we are an international leader and technology innovator, with subsidiaries and offices in the U.S., Europe, Middle East, South East Asia, and Australia. Globo was admitted onto the London Stock Exchange’s AIM market (GBO: LN) in 2007.
Today, Globo mobile solutions are at work in more than 50 countries, and we have 834,000 business-to-employee licensed users. Our partnerships with market leaders include Samsung, Fujitsu, Ingram Micro, Computerlinks, ASBIS and leading software and systems integrators who combine to support the industry’s broadest range of mobile devices. We’ve also achieved recognition for our products and solutions from market analysts such as Gartner, IDC and OVUM.
On the following pages you will have access to our most up-to-date financial reports, analyst information and details of corporate governance. We seek to drive stockholder value through business performance and practices as well as responsible and effective communication.
If you require additional information that you cannot find on these pages, please do not hesitate to contact us.
American Depository Receipt
- What is an ADR?
An American Depositary Receipt (ADR) represents an ownership interest in a global security. Each ADR represents a designated number of ordinary shares traded in the home market. Using a U.S. depositary bank, ADRs are traded in U.S. dollars by broker-dealers, during US trading hours, making it easier for US investors to hold global investments. The ADR is issued by a U.S. custodian bank. The U.S. bank, acting as ADR intermediary, will purchase a block of shares from the overseas-quoted company, bundle these into groups and reissue them on a U.S. exchange such as NASDAQ or via an over-the-counter (OTC) trading platform in the U.S. The ADR is set at a ratio to the price of the quoted share to ensure that it is not classified as a U.S. “penny stock” and yet remain affordable to investors. An ADR is traded as an ADS, i.e. the share issued under the ADR programme.
- Why issue an ADR?
An ADR facilitates trading by U.S. investors and may therefore contribute additional trading volume. It is also a means of reinforcing the presence and awareness of overseas equity in the important and attractive U.S. investment market.
- What are the benefits of ADRs to US investors?
The ADR enables a U.S. investor portfolio diversification into foreign securities. ADRs trade, clear and settle according to U.S. market conventions. ADRs also allow easy comparison to securities of similar listed companies as well as access to price and trading information. In addition:
- ADRs can be traded in U.S. dollars through a U.S. broker-dealer during regular U.S. trading hours, when local markets may be closed
- Efficient pricing and depth of trading is connected to home market liquidity through convertibility to ordinary shares
- Clear information channels provide U.S. investors with easy access to company news and disclosure through a U.S. trading symbol
- Dividends are paid and taxable in U.S. dollars, and local taxes are managed by the depositary bank
- Which are the types of an ADR?
There are three types of ADR, Level 1, Level 2 and Level 3. As each is backed by an issuing bank they are termed “sponsored” ADRs.
Level 1 ADR
Level 1 ADR programmes, account for 75% of all ADRs, and are publicly traded on one of OTC Markets Group’s three marketplaces: OTCQX®, OTCQB® or OTC Pink®. Establishing a Level 1 ADR program requires that a company make its local exchange and home country disclosure available in English to US investors, but does not require full SEC registration. This enables internationally listed companies to provide the benefits of trading on a well-regulated US public trading market to their U.S. investors, while reducing duplication in reporting requirements. A Level 1 ADR does not enable the issue of new equity or a fund raise. Reporting in U.S. GAAP is not required. However, the audit and approval process involves detailed and thorough submission of accounts.
Level 2 ADR
A Level 2 ADR is quoted on an exchange such as NASDAQ. Level 2 ADRs require SEC registration, and an annual 20-F submission under U.S. GAAP or IFRS.
Level 3 ADR
A level 3 ADR is quoted and accompanied by the issue of equity in the form of a public offering. Annual 20-F filing under U.S. GAAP or IFRS is required.
- Are there risks?
ADR risk is commonly associated with any political, exchange rate or underlying currency uncertainties. In the case of a UK-domiciled and traded equity these risks may be judged to be transparent and of less concern to a U.S. investor.
- Globo’s Level 1 ADR
Globo has issued a Level 1 ADR
The custodian bank is The Bank of New York Mellon
Globo’s ADR will be quoted on OTCQX
Real-time quote data for Globo’s ADR may be accessed at: www.otcmarkets.com/stock/GOBPY/quote
The stock trading code (CUSIP) is 37959C 106
- What is an ADR?
- How was Globo’s Level 1 ADR priced?
Globo’s Level 1 ADR was priced at a ratio of 20:1.
Therefore Globo’s ADR was initially priced at:
- Closing Globo (GBO) LSE AIM bid/ask price on May 15th 2015: 55.50p/56.00p
- At a 20:1 ratio: 1,110p/1,120p (GB£11.1/GB£11.2)
- Subsequent trading. The ADR should generally trade in line with the underlying quoted equity, although some variations may give rise to arbitrage opportunities.
- How can I trade Globo’s ADR?
An ADR is traded in the same manner as a U.S. security, during U.S. trading hours, through the U.S. broker-dealer, including online brokerages and investment advisors.
- May an ADR be used to “short” a stock?
An ADR may be used to short sell.
- How does an ADR affect voting rights?
Holders of ADRs are entitled to instruct the depositary bank to exercise voting rights accorded to the number of ordinary shares represented by the ADR.
- How are dividends paid and taxed?
Dividends are paid and taxable in U.S. dollars. Local taxes are managed by the depositary bank.
- What is OTCQX?
The OTCQX marketplace is the leading tier of the US over-the-counter market. OTCQX offers investors information on trading, company background and news, and access to regulated broker-dealers. It is used by 391* overseas, principally European, companies, such as Roche, BASF, Deutsche Telekom, AXA, Sky PLC., Heineken, Severn Trent PLC etc. OTCQX Markets states that its platform is: “Designed for investor-focused companies that meet high financial standards, are current in their disclosure and receive third party advisory. The companies found on OTCQX are distinguished by the excellence of their operations and diligence with which they convey their qualifications.”
- Investors can find news releases and disclosure filings along with financial data via the OTCQX quote page on www.otcmarkets.com
- Investors can see prices and access market data available also on multiple channels, including Bloomberg, Thomson Reuters, and other leading market data distributors
- Investors can trade through the broker of their choice; institutional, retail, or online broker-dealer.
OTCQX Marketplace facts*:
- 391 companies ranging from global blue chips to US high growth
- $1.7 Trillion in market capitalisation
- $29.5 Billion in annual dollar volume
- $78 Million in average annual dollar volume per security
* Data as of 31 December 2014
- How was Globo’s Level 1 ADR priced?
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Please note that by clicking on the above links you will exit Globo plc’s website. Globo accepts no responsibility for the content of the website you will be accessing or for any reliance placed by you or any person on the information contained on it. By allowing this link, Globo does not intend in any country, directly or indirectly, to solicit business or offer any securities to any person.
Any analyst or research report hyperlinked from this website contains only the view and opinion of those who prepared it and does not in any way represent the views of the Company or any members of its management. Neither the Company nor any members of its management has any control over any part of the contents of such report, and neither of them endorses nor will take any responsibility for any aspects of the report and its contents. Neither the Company nor any members of its management will be liable for any claims of any nature arising from or in connection with the report.
GROUP BOARD MEETINGS
The Company holds monthly Group Board meetings at which the Company’s finance reports are considered. The Group Board is responsible for formulating, reviewing and approving the Company’s general strategy, budgets and major items of capital expenditure. Directors have access to the advice and services of the Company Secretary, who is responsible to the Board for ensuring that Board procedures are followed and that applicable rules and regulations are complied with. The appointment of the Company Secretary is a matter for the Board as a whole. In light of the size of the Board, the Directors do not consider it necessary to establish a nominations committee, however this will be kept under regular review.
The Company has adopted a share dealing code for dealings in shares by directors and employees that is appropriate for an AIM company. The Directors comply with Rule 21 of the AIM Rules relating to directors’ dealings and will take all reasonable steps to ensure compliance by the Group’s applicable employees.
It is Group policy that all audits be conducted by the same firm of external auditors appointed by shareholders on the recommendation of the Group Board after being advised by the Group Audit Committee.The Group’s external auditors have a duty to satisfy themselves that the Group financial statements show a true and fair view of the Group’s results and state of affairs and that such financial statements comply with IFRS standards and generally accepted accounting standards of the country of Group’s company registration.
The Group’s auditors have a statutory right to ask the Group to “take all such steps as are reasonably open to it” to obtain information relating to the financial statements. All information requested by the Group’s auditors must be provided as rapidly as possible.
The Audit Committee, when in operation, meets twice a year and is responsible for ensuring that the financial performance of the Group is properly reported on and monitored and for meeting the auditors and reviewing the reports from the auditors relating to accounts and internal control systems.
The Remuneration Committee makes recommendations to the Directors on matters relating to the remuneration and terms of employment of the Directors of the Company and on proposals for the granting of share options pursuant to any share option scheme in operation from time to time.
Aim Rule 26The content of this page complies with the requirements of Rule 26 of the AIM Rules for Companies -'Company information disclosure'. For further information, please click on the links below:
- Company Information
- Business Description
- Board of Directors
- Responsibilities / Corporate Governance
- Incorporation & Operation