Upload
amie-richards
View
217
Download
0
Embed Size (px)
Citation preview
1
Independent, experienced and effective advisers
NABARRO WELLS & CO. LIMITED
SADDLERS HOUSE GUTTER LANE LONDON EC2V 6HSTELEPHONE: +44 (0) 20 7710 7400WEBSITE: www.nabarro-wells.co.uk
REGISTERED IN ENGLAND NO. 1950025MEMBER OF THE LONDON STOCK EXCHANGE
AUTHORISED & REGULATED BY THE FSA
2
NABARRO WELLS
The Attractions of AIM• A market that understands the needs of early stage companies
• Access to a deep and liquid pool of equity capital at internationally competitive prices
• Ability to use shares as currency for acquisitions
• Ability to use options to incentivise management and staff
• Internationally respected regulatory common sense standards, with a lighter touch
• No shareholder approval for most acquisition/disposal activity
• Potential tax benefits (inheritance tax, capital gains tax, VCTs)
• Stepping stone for the Full List
3
NABARRO WELLS
Appropriate Companies• Experienced management team with focus, vision and integrity
• Commercial: growth story with a focused business model
• Established companies generating revenues and PBT
• Well-developed, robust business plan
• Balanced board, including non-executives prior to Admission
• Good quality advisers: Lawyers (DMH), Reporting Accountants (Baker Tilly) and Brokers
• Open honest communication: Teamwork, collaboration and accountability – this is a disclosure driven market
In essence, a company that is suitable and appropriate for AIM
4
NABARRO WELLS
Responsibilities of an AIM Company and its Directors
• Compliance with the 45 AIM Rules
• ALL directors will be responsible for the Admission Document (including the working capital statement)
• The Takeover code on a statutory footing since May 2006: treat shareholders equally and fairly
• Combined code - good practice in principle
• Balanced Board, including Independent non-executives – do not underestimate the length of time to appoint them
• Highest ethical standards – AIM companies represent AIM!
• All matters post-IPO: consult with the Nomad
5
NABARRO WELLS
Role of the Nomad• Nomad will be an experienced corporate financier and approved by LSE
• Company must appoint and retain a Nomad at all times
• Nomad will advise on suitability for Admission to AIM
• Nomad will confirm the company’s compliance with AIM Rules• On Admission• On ongoing basis
• Nomad is the company’s point of contact with the Exchange
• The company may be the Nomad’s client, but he also acts as a regulator!
6
NABARRO WELLS
Costs associated with an AIM listing• Brokers (+ sometimes fixed fee) 4-6% of funds raised
• Company’s legal fees £80-100k
• NOMAD corporate finance fees £125-150k
• Nomad/Broker’s legal fees £30-40k
• Reporting Accountant fees £80-100k
• Technical Consultants £15-30k
• Others inc. Printers, Registrars, AIM £20k
• Total fees (exc broker commission) £350-440k
– All depend on the complexity of the “issuer” (the company)– Other advisers may include PR team– Ongoing costs for NOMAD, Broker, PR team
7
NABARRO WELLS
Timetable (4+ months)
• Planning, appointing advisers and non-executives, preferably for a balanced board, & concluding restructuring (if needed, inc. tax)
• Due diligence: reporting accountants and lawyers (& possibly technical specialists)
• Drafting the Admission Document
• Verifying facts & statements in Admission Document and presentation
• Marketing to investors (mainly institutions)
• Completion, filing of documents with AIM
• 2-4 weeks
• 4-6 weeks+
• 4-6 weeks+
• <1 week
• 2 weeks+
• 1 week
8
NABARRO WELLS
Conclusion
• Vision and Integrity
• Marketable growth story and a strong commercial team
• Use good quality advisers and Non-execs
• This is the best, most active, liquid market for junior companies in the World
David Nabarro – Managing Director
9
NABARRO WELLS
Nabarro Wells as Nominated adviser
• One of the largest independent NOMADs measured by retained clients on AIM
• Recognised for quality and independence– Regularly advise on M&A & IPOs– Focus on corporate clients not the institutions
• 8 directors with a powerful blend of Banking, Broking and Stock Exchange experience, with on average 10 years’ experience each
• Champion of small and medium-sized companies wanting to grow and access equity capital
• Deal size: We rarely act for a start up venture
10
NABARRO WELLS
David Nabarro
David founded Nabarro Wells in 1990. Previously, he was a partner in the stockbroking firm, Laurie Milbank and later an executive director of Prudential Bache Capital Funding, when between 1983 and 1990 he managed a discretionary UK equity portfolio for George Soros’ Quantum Fund.
David has been active as an adviser to a number of public and private companies and instrumental in initiating and advising on numerous substantial private equity transactions.
Throughout the late 1990’s, as AIM became increasingly popular to small, mid-sized and even large businesses, David steered Nabarro Wells into being one of the leading independent Nominated Advisers for AIM today.
Email: [email protected] Direct telephone number: +44 20 7710 7409