20-F: Lufax Holding Ltd Amends Deposit Agreement, Adjusts ADS Ratio

Lufax Holding Ltd amends its deposit agreement with Citibank, N.A., changing the ADS-to-Share ratio from 2:1 to 1:2, effective December 15, 2023.

Summary

• Lufax Holding Ltd and Citibank, N.A. have amended the deposit agreement for American Depositary Shares (ADSs).
• The amendment changes the ADS-to-Share ratio from two (2) ADSs to one (1) Share to a new ratio of one (1) ADS to two (2) Shares.
• The effective date for this change is December 15, 2023.
• Holders of ADRs will be given the opportunity to substitute their ADRs with new ADRs reflecting the changes, but it is not required.
• Holders of Uncertificated ADSs do not need to take any action.
• Copies of the amendment are available on the SEC's website and from the Depositary and the Company upon request.

Sentiment

Score: 7

Explanation: The document is a standard legal agreement outlining a change in ADS ratio. It's neutral to slightly positive as it simplifies the share structure.

Positives

• The amendment simplifies the ADS structure.
• The company agrees to indemnify and hold harmless the Depositary (and any and all of its directors, employees and officers) for any and all liability it or they may incur as a result of the terms of this Amendment No. 1 and the transactions contemplated herein.

Future Outlook

The Depositary shall arrange to have new ADRs printed or amended that reflect the changes to the form of ADR effected by this Amendment No. 1. All ADRs issued hereunder after the Effective Date, once such new ADRs are available, whether upon the deposit of Shares or other Deposited Securities or upon the transfer, combination or split up of existing ADRs, shall be substantially in the form of the specimen ADR attached as Exhibit A hereto.

Industry Context

Changes to ADS ratios are not uncommon and are often done to improve the marketability or price per share of the ADSs. This can make the stock more attractive to certain investors.

Stakeholder Impact

• Shareholders will see a change in the number of shares represented by each ADS.
• The change may affect the trading price and liquidity of the ADSs.

Next Steps

• The Depositary will send notices to ADS holders informing them of the terms of the amendment.
• The Depositary will print or amend new ADRs to reflect the changes.

Key Dates

Keywords

ADS, Deposit Agreement, Share Ratio, Lufax, Citibank, Amendment, ADR