Key points
- Deutsche Bank registers a Sivers depositary share program
- Each ADS represents three ordinary shares
- No trading ticker or start date appears in the filing
Deutsche Bank has registered a program that could give U.S. investors another way to hold Sivers Semiconductors (SIVEF), the Swedish photonics and wireless chip company. Its SEC registration took effect on Sept. 29. The filing does not identify a trading ticker or launch date.
Each American depositary share, or ADS, represents three Sivers ordinary shares held through the bank's custodian. At SIVEF's quoted price of $3.17 at 12:36 p.m. ET on Wednesday, those three shares would be worth $9.51. That illustrates the underlying value; it is not an ADS trading price.
What the registration covers
Deutsche Bank registered up to 25 million ADSs, representing 75 million ordinary shares. That equals about 21% of the 356,740,332 shares Sivers had outstanding on Sept. 29. The registration itself does not issue new Sivers ordinary shares.
The relationship behind the program is worth noting. The agreement is between Deutsche Bank and the depositary receipt holders. Sivers did not sign the filing, and the bank lists no material contract with the company in the past three years.
The SEC's investor bulletin distinguishes sponsored programs, where the foreign company signs an agreement with the depositary bank, from unsponsored programs, which are "set up without the cooperation of the non-U.S. company."
Reporting requirements and holder fees
The filing relies on Rule 12g3-2(b), an exemption from certain U.S. reporting requirements. Deutsche Bank says that, following a limited investigation, it believes Sivers publishes the required English-language information on its website.
Holders could pay fees for issuing and canceling ADSs, processing dividends, converting currencies, and "depositary servicing fees." The filing does not specify the amounts and says the bank can change them on 30 days' notice.
As of Wednesday, I could find SIVEF's ordinary-share quotation on Yahoo Finance but no separate Sivers ADR ticker. The registration establishes the program; it does not tell investors when or where they will be able to trade.
Why does this matter for U.S. buyers?
In August, we explained how to buy SIVEF from the U.S. and pointed out that SIVEF isn't an ADR. That distinction matters at some brokers. Robinhood, for example, still returned no listing for SIVEF when we checked its market data on Wednesday. The filing doesn't settle whether any broker will carry a Sivers ADR once one trades.
Is this the U.S. listing Sivers has talked about?
No. Sivers is preparing a potential dual listing of its shares in the United States, which it expects to complete in the first half of 2027. On Oct. 22, shareholders will vote on replacing auditor Deloitte with Ernst & Young, which the company's nomination committee says "has extensive experience of Swedish listed companies with U.S. capital markets activities and SEC reporting requirements."
An over-the-counter ADR set up under the 12g3-2(b) exemption doesn't require Sivers to file reports with the SEC. A listing on a U.S. exchange would. Sivers already booked U.S. listing preparation costs in its second quarter.
Sivers closed at SEK 31.48 in Stockholm on Wednesday, down 1.2%.
