Telefónica has initiated the procedures to to cease trading on the New York Stock ExchangeThis marks the end of a nearly forty-year period of uninterrupted presence on Wall Street. The decision signifies the end of a stock market adventure that began on June 12, 1987, when the operator became the first major Spanish company to make the leap to the world's largest stock exchange.
The movement, communicated to the National Securities Market Commission (CNMV) Through several significant events, it forms part of the roadmap outlined in the group's new strategic plan. The stated objective is simplify the corporate structure, cut regulatory costs and concentrate trading of the shares in markets considered key for the company, primarily the Spanish Continuous Market.
A voluntary goodbye to Wall Street after almost 40 years
The company chaired by Marc Murtra has announced that it is initiating the procedure for the voluntary exclusion from their American Depositary Shares (ADS)Each share is equivalent to one ordinary Telefónica share and is represented by American Depositary Receipts (ADRs) on the New York Stock Exchange (NYSE). This is not an expulsion or a transaction forced by the regulator, but rather a step taken on its own initiative, following what the company describes as a “detailed analysis” by its governing bodies.
Telefónica has made it clear that It does not contemplate moving these ADSs to another market or trading system in the United StatesThat is, once the process of delistedThe shares will no longer be listed on any regulated US stock exchange. Even so, the group insists it will maintain its relationship with US investors through alternative means.
For ADS holders, the company has designed several options. On the one hand, They will be able to exchange their certificates for ordinary shares listed on the Spanish Stock Exchangeswhere the bulk of the group's negotiations are already concentrated, both with domestic and international investors. On the other hand, Telefónica will transform its current ADR program into a Level I ADR Program, which will allow those securities to continue changing hands in the over-the-counter market or over-the-counter (OTC) in the United States.
This conversion to a Level I scheme is a relatively common occurrence among large European companies who decide to delist from Wall Street. It allows for a reduction in reporting obligations and associated costs, but at the same time It maintains a certain visibility among North American investors., which can continue to operate with the receipts even if the company is not listed on the main NYSE board.
According to the operator, this decision It will not have an impact on your customers or your business in the United StatesThe exit only affects the trading life of the securities and the company's obligations as an issuer in that country. The company's business activities in the US market and its agreements with local partners will continue as normal.
Reasons: simplification, costs and a new strategic plan
In the statement sent to the Spanish regulator, Telefónica explains that the administrative burden and the costs of maintaining the listing in New York These factors have been decisive in the decision. The Securities and Exchange Commission (SEC) regulations require a very comprehensive level of reporting and a series of periodic information obligations, in addition to those already required by the CNMV and other European regulators.
For years, this dual regulatory requirement has provided an advantage in terms of transparency and international visibilityIn fact, thanks to the obligation to report to the SEC, details were revealed, for example, of the prices paid by the Saudi group STC or by the State Holding Company for Industrial Participations (SEPI) when they acquired significant stakes in the operator's capital. However, the company now believes that the cost of remaining subject to this framework no longer outweighs the benefits.
The decision is part of the strategic plan Transform & Grow, presented to investors at the end of 2025, which focuses on Simplify the operating model, strengthen profitability and to concentrate efforts on its main markets: Spain, Germany, the United Kingdom, and Brazil. This change of direction is also being accompanied by a profound internal reorganization, with the sale of subsidiaries in several Latin American countries and a broad cost-reduction program.
The plan itself includes measures such as a broad Employment regulation file (ERE) in SpainWith over 4.500 departures ultimately agreed upon for various companies within the group, as well as a reorganization of the senior management, the company's exit from the NYSE is seen as a further step in its strategy to "do more with less" and concentrate liquidity in markets where trading activity is more intense.
Telefónica insists that, despite ceasing to be registered in the United States, will continue to prepare its accounts in accordance with International Financial Reporting Standards (IFRS)Maintaining corporate governance and transparency standards comparable to those required by the SEC. The company emphasizes that its stock market benchmark will continue to be the Spanish Continuous Market.
Delisting timeline and steps before the SEC
To finalize its exit from the NYSE, Telefónica and its subsidiary Telefónica Emisiones plan to file the following documents in the coming weeks: Forms 25 with the Securities and Exchange CommissionThis document marks the formal start of the delisting process on the New York Stock Exchange.
Once Form 25 has been filed, US regulations state that, after approximately Ten business days, the securities cease to be traded on the corresponding exchange. From that moment on, both the ADSs and the various affected debt issues will cease to appear on the NYSE trading system.
Once this phase is complete, Telefónica intends to take an additional step: submit form 15F with the aim of cancelling the registration of all classes of securities in the United States and ending its reporting obligations under the Securities Exchange Act of 1934. This move will affect both ADSs and bonds issued by the group's various issuing subsidiaries in US territory.
At the same time, the company has indicated that ADS holders will be able to choose at any time to convert their receipts in Spanish ordinary shares or by maintaining them within the new Tier 1 ADR program, provided their broker allows it. This scheme will make it easier for US institutional and retail investors to maintain exposure to the stock, albeit outside of an organized market.
The departure from the NYSE will also be accompanied by the Exclusion of Telefónica's American Depositary Shares from the Lima Stock Exchange (BVL)in Peru, as well as its deregistration from the Public Registry of the Securities Market managed by the Superintendency of the Securities Market (SMV) of that country. These steps are subject to local regulations and follow the sale of the Peruvian subsidiary to an Argentine investment group.
Impact on debt: move to Euronext Dublin
Telefónica's decision is not limited to its actions. Through its subsidiary Telefónica EmissionsThe company has also announced that will delist several series of senior fixed-rate bonds from the NYSE, with maturities ranging from 2027 to 2049 and which are guaranteed by the parent company.
These fixed-income securities, currently admitted to trading on the US market, They will not be transferred to another US stock exchangeInstead, the group plans to request admission to negotiations in Euronext Dublin, one of the leading markets in Europe for large corporate debt issuances. This relocation will further facilitate access for large institutional investors to Telefónica's bonds in a regulatory environment aligned with the European framework.
The choice of Dublin fits into the trend of many European companies to centralize its fixed-income issuances in EU or European Economic Area marketswhere reporting requirements are high but more harmonized with EU regulations. In this way, the operator expects to maintain an adequate level of liquidity in its debt securities, while reducing regulatory overlaps.
In any case, the group emphasizes that the delisting from the NYSE does not alter the financial terms of the bonds or the rights of bondholders. The change only affects the place where these instruments are tradedbut does not modify coupons, maturity dates or guarantees associated with each issue.
A historic presence in New York that loses its meaning
Telefónica's history on Wall Street is, in a way, a reflection of the international projection of the company and the Spanish economy in recent decades. When the telecom company debuted on the NYSE in 1987, it was still majority state-owned, and the placement of its American Depositary Shares represented the largest influx of European capital into the New York Stock Exchange at the time.
Throughout these almost forty years, the presence in New York has been a showcase for the company, to the point that It celebrated its centenary with the traditional “ringing of the bell” on the New York Stock Exchange. However, over time, the practical utility of this dual listing has diminished, especially after the dot-com bubble burst and the gradual maturation of the telecommunications sector.
Currently, the The price of Telefónica's shares in Madrid and New York shows hardly any difference.with differences that sometimes amounted to less than two euro cents. This price convergence, coupled with the reduced importance of the US market in the company's total trading volume, has led management to reconsider the advisability of continuing to bear the costs of remaining listed on the NYSE.
The telecom company's stock market decline is not new. In recent years, the company has been withdrawing several of its listed subsidiaries from the marketTerra, Telefónica's major internet venture during the height of the tech bubble, ceased trading in 2005 after being acquired by its parent company following a sharp decline in its share price. Telefónica Móviles was delisted in 2006 due to insufficient trading volume. More recently, the operator has launched public tender offers to delist its German subsidiary, Telefónica Deutschland, and its holdings in Chile.
Outside of Spain, the company maintains a prominent presence on the São Paulo stock exchange through Telefónica Brasil (Vivo), while in the United Kingdom it operates through the a joint venture Virgin Media O2 is not directly listed on the London Stock Exchange. In Germany, following the 2024 delisting takeover bid, the subsidiary ceased trading, aligning with the strategy of concentrating listed company status in the Spanish parent company.
Changes at the top and a focus on Spain and Europe
The decision to leave the New York Stock Exchange comes in parallel with a profound reform of senior management and company structureThe board of directors has taken advantage of this move to finalize a restructuring of the top management that began months ago, most notably the replacement of the long-serving finance director. Laura AbasoloBy Juan Azcue, a company executive with extensive experience in corporate operations and finance.
At the same time, Ernesto Gardelliano He has been appointed director of strategy and control and a member of the Executive Committee, strengthening the team responsible for executing the strategic plan. The CEO, Emilio GayoIt has also seen its responsibilities expanded, taking on areas such as purchasing, supply chain and alliances with device manufacturers, key pillars for gaining efficiency.
The company has made it clear that its intention is to consolidate itself as a leading European operator with profitable scaleWith four markets considered priorities: Spain, Germany, the United Kingdom, and Brazil. Reducing exposure to Latin America, through the sale of subsidiaries in Argentina, Peru, Uruguay, Ecuador, and Colombia, and delisting from stock exchanges such as Lima's, fits into this roadmap.
In Spain, the Las Tablas headquarters in Madrid has become the epicenter of this strategic shift. There, negotiations are underway regarding the terms of the workforce reduction plan (ERE) that will affect more than 4.500 employees and is part of an ambitious plan to achieve significant annual cost savings until 2030In this context, any reduction in regulatory burdens and duplication in less relevant markets is valued as an additional step towards that goal.
For European investors, the operator insists that the decision does not alter the role of the Continuous Market as main trading venue and reference point for the share priceSpanish stock exchanges will continue to be the core source of liquidity for Telefónica shares, in addition to the trading of its Brazilian subsidiary in São Paulo and the debt market in Euronext Dublin.
With this move, Telefónica closes a symbolic chapter in Spain's recent economic history and reorganizes its stock market listing to adapt to an environment in which The priority is to simplify, concentrate resources and reduce regulatory burdens., even at the cost of giving up the visibility and prestige that has traditionally come from appearing on the screens of the New York Stock Exchange.