- Report of Foreign Issuer (6-K)
14 5월 2010 - 9:53PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR
15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF
1934
For the month of May 2010
Commission File Number 1-12356
DAIMLER
AG
(Translation of registrants name into English)
MERCEDESSTRASSE 137, 70327
STUTTGART, GERMANY
(Address of principal executive office)
Indicate by check mark whether
the registrant files or will file annual reports under cover of Form 20-F
or Form 40-F.
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.
If Yes is marked, indicate
below the file number assigned to the registrant in connection with Rule 12g3-2(b):
82-
This
report on Form 6-K is hereby incorporated by reference in the registration
statements on Form S-8 (Nos. 333-5074, 333-7082, 333-8998, 333-86934,
333-86936 and 333-134198) of Daimler AG
DAIMLER AG
FORM 6-K: TABLE OF CONTENTS
1.
Press Release: Daimler plans to discontinue
stock-exchange listing in New York
2
CAUTIONARY
STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Forward-looking statements in this document:
This document contains forward-looking statements that
reflect our current views about future events. The words anticipate, assume,
believe, estimate, expect, intend, may, plan, project, should
and similar expressions are used to identify forward-looking statements. These
statements are subject to many risks and uncertainties, including a lack of
further improvement or a renewed deterioration of global economic conditions,
in particular a renewed decline of consumer demand and investment activity in
Western Europe or the United States, or a downturn in major Asian economies; a
continuation or worsening of the tense situation in the credit and financial
markets, which could result in a renewed increase in borrowing costs or limit
our funding flexibility; changes in currency exchange rates or interest rates;
the ability to continue to offer fuel-efficient and environmentally friendly
products; a permanent shift in consumer preference towards smaller, lower
margin vehicles; the introduction of competing, fuel-efficient products and the
possible lack of acceptance of our products or services, which may limit our
ability to adequately utilize our production capacities or raise prices; price
increases in fuel, raw materials and precious metals; disruption of production
due to shortages of materials, labor strikes, or supplier insolvencies; a
further decline in resale prices of used vehicles; the effective implementation
of cost-reduction and efficiency-optimization programs at all of our segments,
including the repositioning of our truck activities in the NAFTA region and in
Asia; the business outlook of companies in which we hold an equity interest,
most notably EADS; the successful implementation of the strategic cooperation
with Renault, changes in laws, regulations and government policies,
particularly those relating to vehicle emissions, fuel economy and safety; the
resolution of pending governmental investigations and the outcome of pending or
threatened future legal proceedings; and other risks and uncertainties, some of
which we describe under the heading Risk Report in Daimlers most recent
Annual Report and under the headings Risk Factors and Legal Proceedings in
Daimlers most recent Annual Report on Form 20-F filed with the Securities
and Exchange Commission. If any of these risks and uncertainties materialize,
or if the assumptions underlying any of our forward-looking statements prove
incorrect, then our actual results may be materially different from those we
express or imply by such statements. We do not intend or assume any obligation
to update these forward-looking statements. Any forward-looking statement speaks
only as of the date on which it is made.
3
Contact:
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Telephone:
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Marc
Binder
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+49
(0)711-17-41349
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Press
information
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Florian
Martens
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+49
(0)711-17-35014
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Brigitte
Bertram
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+49
(0)711-17-40624
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Date:
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May 14,
2010
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Daimler
plans to discontinue stock-exchange listing in New York
·
Delisting and
deregistration as a consequence of changed investor behavior and consistently
low trading volumes
·
Bodo Uebber, CFO
of Daimler AG: Daimler continues to place great importance on having an
international shareholder base. At the same time, this step enhances our
overall efficiency.
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Company to
continue open dialogue with US investors as well as high level of transparency
·
Daimler remains
focused on North American markets for cars and commercial vehicles
Stuttgart
The Supervisory Board and Board of Management of Daimler AG (stock-exchange
symbol DAI) have decided to apply for the discontinuation of the listing of
its shares on the New York Stock Exchange (NYSE).
Bodo
Uebber, CFO of Daimler AG, said: Daimler continues to place great importance
on having an international shareholder base. The trading center for our shares,
however, clearly is Frankfurt and that is also the case for our international
investors. Furthermore, this step will enhance our overall
Daimler
Communications, 70546 Stuttgart, Germany
efficiency.
The American sales market and our activities in North America remain as
important as ever for Daimler.
Daimler
informed the NYSE by letter today of its intention to discontinue the listing
of its shares as well as the 8.50% notes due January 18, 2031 of Daimler
Finance North America LLC and the related Daimler guarantee. Daimler will
submit a request for delisting also to the United States Securities and
Exchange Commission (SEC). After the
delisting has become effective, Daimler will also apply to the SEC for
deregistration of all its securities registered with the SEC and termination of
its reporting obligations under the U.S. Securities Exchange Act of 1934.
The
main reason for discontinuing the NYSE listing and registration with the SEC is
a significant change in the behavior of international investors, who now primarily
trade in Daimler shares in Germany and through electronic trading platforms.
Daimlers trading volumes in the United States on the contrary have been consistently
low and, over a twelve month period, amounted to an average of well below 5% of
the worldwide trading volume.
Another
objective is to reduce the complexity of financial reporting as well as
administrative expenses and fees. The delisting is also the final step in
Daimlers efforts to reduce its number of stock-exchange listings.
Daimler
AG will apply for delisting and deregistration in the near future.
Independently of the delisting and deregistration, Daimler will maintain a high
degree of transparency in its financial reporting and will continue to fulfill
the requirements of international investors. We remain in direct, close and
open dialogue with our American investors, and
2
our
investor relations team and I will continue to be present on a regular basis in
the U.S., stated Mr. Uebber.
Daimler
has a strong presence in North America and will continue to work to further
strengthen its market share and business operations there. In 2009, the region
accounted for 25 percent of the Daimler Groups worldwide revenue and almost
every tenth Daimler employee worked in North America.
Daimler
reserves the right to submit the aforementioned applications at a later date or
to not to submit them at all or to change its plans in other ways.
Daimler
and Daimler Finance North America LLC have not arranged for the listing of the
aforementioned securities on another U.S. securities exchange or for the
quotation of such securities in a quotation medium in the United States.
This
document contains forward-looking statements that reflect our current views
about future events. The words anticipate, assume, believe, estimate,
expect, intend, may, plan, project, should and similar expressions
are used to identify forward-looking statements. These statements are subject
to many risks and uncertainties, including a lack of further improvement or a
renewed deterioration of global economic conditions, in particular a renewed
decline of consumer demand and investment activity in Western Europe or the
United States, or a downturn in major Asian economies; a continuation or
worsening of the tense situation in the credit and financial markets, which
could result in a renewed increase in borrowing costs or limit our funding
flexibility; changes in currency exchange rates or interest rates; the ability
to continue to offer fuel-efficient and environmentally friendly products; a
permanent shift in consumer preference towards smaller, lower margin vehicles;
the introduction of competing, fuel-efficient products and the possible lack of
acceptance of our products or services, which may limit our ability to
adequately utilize our production capacities or raise prices; price increases
in fuel, raw materials and precious metals; disruption of production due to
shortages of materials, labor strikes, or supplier insolvencies; a further
decline in resale prices of used vehicles; the effective implementation of
cost-reduction and efficiency-optimization programs at all of our segments,
including the repositioning of our truck activities in the NAFTA region and in
Asia; the business outlook of companies in which we hold an equity interest,
most notably EADS; the successful implementation of the strategic cooperation
with Renault, changes in laws, regulations and government policies,
particularly those
3
relating
to vehicle emissions, fuel economy and safety; the resolution of pending
governmental investigations and the outcome of pending or threatened future
legal proceedings; and other risks and uncertainties, some of which we describe
under the heading Risk Report in Daimlers most recent Annual Report and
under the headings Risk Factors and Legal Proceedings in Daimlers most
recent Annual Report on Form 20-F filed with the Securities and Exchange
Commission. If any of these risks and uncertainties materialize, or if the
assumptions underlying any of our forward-looking statements prove incorrect,
then our actual results may be materially different from those we express or
imply by such statements. We do not intend or assume any obligation to update
these forward-looking statements. Any forward-looking statement speaks only as
of the date on which it is made.
4
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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Daimler AG
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By:
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/s/ ppa.
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Robert Köthner
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Name:
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Robert
Köthner
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Title:
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Vice
President
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Chief
Accounting Officer
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By:
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/s/
i.V.
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Silvia
Nierbauer
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Name:
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Silvia
Nierbauer
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Title:
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Director
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Date:
May 14, 2010
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5
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