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NABARRO WELLS & CO. LIMITED
Independent, experienced
and effective advisers
SADDLERS HOUSE GUTTER LANE LONDON EC2V 6HS
TELEPHONE: +44 (0) 20 7710 7400
WEBSITE: www.nabarro-wells.co.uk
REGISTERED IN ENGLAND NO. 1950025
MEMBER OF THE LONDON STOCK EXCHANGE
AUTHORISED & REGULATED BY THE FSA
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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
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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
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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
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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!
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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
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NABARRO WELLS
Timetable (4+ months)
• Planning, appointing advisers and nonexecutives, preferably for a balanced board, &
concluding restructuring (if needed, inc. tax)
•
2-4 weeks
• Due diligence: reporting accountants and
lawyers (& possibly technical specialists)
•
4-6 weeks+
• Drafting the Admission Document
•
4-6 weeks+
• Verifying facts & statements in Admission
Document and presentation
•
<1 week
• Marketing to investors (mainly institutions)
•
2 weeks+
• Completion, filing of documents with AIM
•
1 week
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NABARRO WELLS
Conclusion
• Vision and Integrity
• Marketable growth story and a strong
commercial team
• Use good quality advisers and Nonexecs
• This is the best, most active, liquid
market for junior companies in the World
David Nabarro – Managing
Director
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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
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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
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