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Flotations and Corporate Finance

Since mid-2008 there have been very few IPOs. Even secondary equity fund raisings on the stock market have been few and far between (with the exception of some high value rights issues by the banks). In the mid and small cap sector it has been a similar story with companies struggling to convince the usual cast of institutional investors - with the exception of certain vogue sectors such as oil & gas and renewable energy. On the AIM market de-listings are now a regular occurrence as smaller companies with little liquidity in their stock see little benefit in maintaining a listing, especially if it is no longer realistic to use shares as acquisition currency when share price has no real correlation to underlying value.

In spite of this we are seeing no shortage of corporate finance activity. For some it is an opportunity to acquire and consolidate. Management may see this as a good time to effect a “take private”. Others are re-organising their equity and debt structures. There are also signs of recovery in equity capital markets meaning IPOs will be back on the agenda in the not too distant future, allowing debt and equity to compete properly with each other again.

Why we are different

A flotation or any other corporate finance transaction is a rare event for most client companies. We understand this – it is not just another deal and nor do we treat it this way. While certain aspects of any deal will be standard, others will require the kind of crafting that an experienced team like ours offers. Where other advisers may struggle to see beyond a standard “one size fits all” approach, we believe in the bespoke.

We also have a strong track record of acting for overseas clients coming to the London markets, particularly on AIM. We are well used to leading and co-ordinating the international team of advisers required in these situations.

Services

We regularly advise UK and overseas companies, founder/selling shareholders, nominated advisers and brokers on all corporate finance transactions, including:

  • Flotations (including reverse takeovers) on AIM, the Main Market and PLUS. The Firm has also advised in connection with flotations on Euronext, the Channel Islands Stock Exchange and the Irish Stock Exchange
  • Take privates including MBOs
  • Secondary fund raising: placings, open offers and rights issues
  • Private placements: including pre-IPO fundraisings
  • Flotation planning: assessing the merits of alternative funding structures and formulating a flotation action plan.

Experience

Advising ACP Mezzanine Limited, an AIM listed Jersey-incorporated closed ended investment company that provides sub-investment grade finance to European small and mid-sized enterprises, on its € 80 million secondary fundraising. The Firm has previously advised ACP Mezzanine on its original €100 million dual listing on AIM and the Channel Island Stock Exchange and on other secondary fundraises.

Advising Cubus Lux Plc, the leisure and development company, on its re-admission to AIM and the € 27.5 million reverse takeover of two Croatian companies that own the Olive Island Resort development.

Advising London Town plc, the AIM listed the managed pub operator and service provider to the leasehold pub industry, on its £4.31 million share issue and acquisition of GRS Inns Limited and, separately, on the £16.24 million acquisition of a pub portfolio. The Firm has previously advised London Town plc on its £94.57 million reverse acquisition of a portfolio of 167 pubs and its re-admission to AIM.

Advising imJack plc (formerly Amteus plc), an AIM listed provider of private and secure IP based communications software to the education and business sectors, on its £2 million secondary fundraising and debt capitalisation. The Firm has previously advised Amteus on secondary fundraisings and on its original flotation on AIM.

Advising Wessex Asset Management Limited on the establishment and listing on the Irish Stock Exchange of Wessex Gold Fund, a hedge fund specialising in precious metal investments worldwide.

Advising Yatra Capital Limited, a Jersey based investment fund with a listing on Euronext Amsterdam, on a €120 million secondary fundraising. Mishcon de Reya also acted on the initial listing and €100 million fundraising.

Advising Noida Toll Bridge Company Limited, on the first issue of global depositary receipts (GDRs) on AIM for a listed Indian company. NTBCL raised US$45m under the GDR issue and had a market capitalisation on admission of US$142.87m. The transaction also included a 10% over-allotment option.