25th Jul 2007 07:00
BG GROUP plc25 July 2007 News Release 25 July 2007 BG Group to delist from NYSE and to deregister from the US SEC BG Group plc (LSE BG.L, NYSE BRG) announced today its intention to delist fromthe New York Stock Exchange (NYSE) and to deregister and terminate its reportingobligations under the Securities Exchange Act of 1934. The Group will provide written notice to the NYSE of its intention to delist. Itintends to file a Form 25 with the Securities and Exchange Commission (SEC)during September 2007 to effect the delisting. The delisting is expected to beeffective 10 days after this filing. The Group also intends to file a form 15Fwith the SEC to deregister and terminate its reporting obligations under theSecurities Exchange Act before the end of September 2007. Deregistration will beeffective 90 days after the filing, unless the Form 15F is earlier withdrawn bythe Group or is denied by the SEC. The company reserves the right to delay the filing of Forms 15F and 25 or towithdraw them for any reason prior to their effectiveness. BG Group intends to maintain its American Depositary Receipt (ADR) facility withJP Morgan as a Level 1 programme. This means the Group's American DepositaryShares (ADSs) will be traded on the U.S. over-the-counter market tier known asInternational OTCQX. Accordingly, the Group has not arranged for the listing ofits ADSs or ordinary shares on another national securities exchange or for thequotation of its ADSs or ordinary shares in a quotation system in the U.S. TheGroup's ordinary shares will continue to trade on the London Stock Exchange. BG Group Chief Financial Officer Ashley Almanza said: "This move will reducecosts and complexity without in any way detracting from our standards ofgovernance and control. As less than 3 per cent of our shares are held throughthe ADR programme, it no longer makes sense from a cost and administrativeperspective to maintain our SEC registration and NYSE listing. BG Group willcontinue to comply with the Combined Code on Corporate Governance and the UKListing Authority (UKLA) Listing, Disclosure and Transparency Rules and tomaintain quarterly reporting. The Group will also continue to use the SECdefinition of proved reserves to report its proved oil and gas reserves in itsAnnual Report and Accounts." BG Group expects to continue publishing its Annual Report and Accounts and otherdocuments and communications in accordance with Exchange Act Rule 12g3-2(b) onits website www.bg-group.com. There are matters discussed in this media information that are forward looking statements. Such statements are only predictions and actual events or results may differ materially. For a discussion of important factors which could cause actual results to differ from the forward looking statements, refer to the Company's annual report and accounts for the year ended 31 December 2006. TheCompany does not undertake any obligation to update publicly, or revise, forward looking statements, whether as a result of new information, future events or otherwise, except to the extent legally required. Notes to Editors: BG Group plc is a global natural gas business. Active on five continents in 25countries, it operates four business segments - Exploration and Production, LNG,Transmission and Distribution and Power. Enquiries: Communications: +44 (0) 118 929 3717Out of hours media mobile: +44 (0) 791 718 5707Investor Relations: +44 (0) 118 929 3025 Website: www.bg-group.com - ends - This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
BG..L