Unassociated Document
UNITED
STATES OF AMERICA
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF
FOREIGN ISSUER
PURSUANT
TO RULE 13A-16 OR 15D-16
OF
THE
SECURITIES AND EXCHANGE ACT OF 1934
Includes
a press release announcing a ratio change in SQM’s ADR series B and the
delisting
of SQM’s ADR series A from the New York Stock Exchange.
SOCIEDAD
QUIMICA Y MINERA DE CHILE S.A.
(Exact
name of registrant as specified in its charter)
CHEMICAL
AND MINING COMPANY OF CHILE INC.
(Translation
of registrant's name into English)
El
Trovador 4285, Santiago, Chile (562) 425-2000
(Address
and phone number of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Form
20-F x
Form
40-F
o
Indicate
by check mark whether the registrant by furnishing the information contained
in
this Form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o
No
x
If
"Yes"
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82_________
For
Immediate Release
SQM
ANNOUNCES RATIO CHANGE FOR SERIES B ADRS
AND
DELISTING OF SERIES A ADRS
Santiago,
Chile, March 3, 2008.- Sociedad
Química y Minera de Chile S.A. (SQM) (NYSE: SQM, SQMA; Santiago Stock Exchange:
SQM-B, SQM-A) announced today that its Board of Directors has approved a ratio
change for its series B ADRs. The Company also announced its intent to
voluntarily delist its series A ADRs from the New York Stock
Exchange.
RATIO
CHANGE AND STOCK SPLIT
SQM’s
Board of Directors has approved a ratio change for the Company’s series B ADRs,
modifying the ratio of ordinary shares to series B ADRs from the current ratio
of 10:1 to a new ratio of 1:1. From the perspective of the series B ADR holder,
the ratio change has the same effect as a ten-for-one share split, and series
B
ADR holders will receive nine additional series B ADRs for every series B ADR
held. There will be no change to SQM underlying ordinary shares traded on the
Santiago Stock Exchange. In addition, existing series B ADRs will continue
to be
valid and will not have to be exchanged for new series B ADRs.
By
carrying out the ratio change, SQM hopes to improve liquidity in the series
B
ADRs and make the Company accessible to the broadest investment
community.
The
Company will confirm the effective date of the new ratio, as well as the record
date and the date of distribution of new series B ADRs, but tentatively the
new
ratio is scheduled to go into effect on March 31, 2008.
DELISTING
OF SERIES A ADRS
The
Company also announced that it will voluntarily delist its series A ADRs from
the New York Stock Exchange. The Company’s decision to delist this series of
ADRs from the NYSE is based on its low trading volume. At year-end 2007, less
than 1% of SQM's outstanding shares were held by series A ADR holders. SQM
intends to delist the series A ADRs from the NYSE on or about March 27, 2008.
The delisting of the series A ADRs will not affect the series B ADRs, which
will
continue to trade under the ticker symbol SQM.
SQM
has
also decided to terminate the ADR facility associated with the series A ADRs
("ADR-A Facility"), and it will instruct its depositary bank, The Bank of New
York Mellon, to notify series A ADR holders accordingly. On or about March
7,
2008, SQM will provide formal notice to the Bank of New York Mellon that the
ADR-A Facility will be terminated. Once the Bank of New York Mellon receives
formal notice of the termination of the ADR-A Facility, it will establish a
termination date, which will be no sooner than 90 days from the date of that
notice. Upon termination, holders of series A ADRs will have one year to decide
if they would like to exchange their series A ADRs for ordinary shares of SQM.
If a holder of series A ADRs does not exchange his or her shares within the
one-year holding period, the Bank of New York Mellon will be authorized to
sell
the remaining shares and deliver to such holder the net proceeds from the sale
of the shares.
The
decision to delist the series A ADRs has no impact on either the underlying
shares traded on the Santiago Stock Exchange or the holders of those underlying
shares, nor does it affect the Company’s series B ADRs or series B underlying
shares.
SQM
will
continue to comply with Securities and Exchange Commission (SEC) reporting
requirements. The delisting of the series A ADRs will not affect SQM’s
obligations to file reports with the SEC.
INFORMATION
FOR ADR HOLDERS
Holders
of SQM’s ADRs can obtain more information by contacting The Bank of New York
Mellon at 1-888-BNY-ADRS (1-888-269-2377).
SQM
is an
integrated producer and distributor of specialty plant nutrients, iodine and
lithium. Its products are based on the development of high quality natural
resources that allow the Company to be leader in costs, supported by a
specialized international network with sales in over 100 countries. SQM’s
development strategy aims to maintain and strengthen the Company’s world
leadership in its three core businesses: Specialty Plant Nutrition, Iodine
and
Lithium.
For further information, contact: |
Patricio Vargas, 56-2-4252274 / patricio.vargas@sqm.com |
|
Carolyn McKenzie, 56-2-4252074 / carolyn.mckenzie@sqm.com |
|
|
Statements
in this press release concerning the Company’s business outlook, future economic
performance, anticipated profitability, revenues, expenses, or other financial
items, anticipated cost synergies and product or service line growth, together
with other statements that are not historical facts, are “forward-looking
statements” as that term is defined under Federal Securities Laws.
Any
forward-looking statements are estimates, reflecting the best judgment of SQM
based on currently available information and involve a number of risks,
uncertainties and other factors that could cause actual results to differ
materially from those stated in such statements. Risks, uncertainties, and
factors that could affect the accuracy of such forward-looking statements,
are
identified in the public filing made with the Securities and Exchange
Commission, and forward-looking statements should be considered in light of
those factors.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
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SOCIEDAD
QUIMICA Y MINERA DE CHILE S.A. |
|
|
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|
Conf: |
/s/
Ricardo Ramos
R.
|
|
Ricardo Ramos R. |
|
Chief
Financial Officer
Date:
March
6,
2008
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