Transcript Slajd 1

IPO on the Warsaw Stock Exchange
Robert Kwiatkowski
Deputy -Director
Market Development Department
February 2011, Madrid
A LEADING LISTING VENUE…
Strong flow of new companies to market…
105
120
94
24
123
39
33
26
13
34
2008
2009
2010
Main Market
NewConnect
LSE Group
…bringing significant value of initial offerings …
9327
6 837
15191
159
2008
2009
LSE
(PLNm)
2008
Main Market
2029
1562
WSE
Oslo Bors
Deutsche
Boerse
OMX
BME
300
20 017
Reinhold
21 003
27
2,053
2413
A platform attracting foreign listings
75
2 080
2445
21 303
20 092
2007
NASDAQ
OMX
2010
NewConnect
…and value secondary offerings
0
Deutsche
Boerse
3808
6784
Main Market
5 349
NYSE
Euronext
24
(€m)
(PLNm)
582
5 349
Luxembourg
24
152
9 521
2007
32
12650
15 343
465
Warsaw*
37
..and #2 in EU by value of 2010 IPOs
18 392
18237
120
86
61
81
2007
In 2010 #2 in EU by number of debuts …
Silvano
Olympic
CEDC
2009
Sept2010
NewConnect
* 8 companies moved from NewConnect market to the WSE Main List
Source: Company data, PWC IPO Watch Europe Survey for 2010
Cinema City
Plaza Center
Atlas Estates
Orco Group
Kulczyk Oil Ventures
Belvedere
ACE
BMP AG
Astart
Asseco Akernel
CEZ MOL
Pegas
NWR
Photon
Unicredit BGS
Italiano
Asbis
30 foreign companies (27
on WSE Main List and
3 on NewConnect) from 19
countries representing PLN
265bn (Eur 86 bn) of
market capitalisation
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Ronson
Eur 1 = PLN 3.96 (as of 31 Dec. 2010)
WIDE BASE OF INTERNATIONAL BUSINESS PARTNERS
23 WSE REMOTE MEMBERS from 11 countries
28 WSE IPO PARTNERS from 12 countries
Remote member
Country of origin
WSE IPO PARTNER
Country of origin
Raiffeisen Centrobank AG
Austria
Intercapital Securities
Croatia
IP Intercapital Markets
Bulgaria
Czech Republic
Renaissance Securities
Dragon Capital Ltd
Cyprus
Wood &Company
Cyrrus
Swedbank
Estonia
Wood & Company Financial Services
Cyrrus
Czech Republic
Renaissance Securities
Cyprus
Swedbank AS
Estonia
Sillicon Hill Ventures
Wedbush Morgan Securities
USA
Societe Generale SA
France
Silkroutefinancial
United Kingdom
Dekabank Deutsche Girozentrale
UniCredit Bank AG
Germany
Belarus
Concorde Securities Ltd
Equilor Investment Ltd
Hungary
Belarusbank, Uniter,
Priorbank, Belinvestbank
Ukraine
FIO o.c.p.
Slovakia
Neonet Securities AB
Sweden
Credit Suisse Securities (Europe) Ltd
JP Morgan Securities Ltd
Goldman Sachs International
HSBC BANK
Merrill Lynch International
Liquidnet Europe
UBS Ltd
Nomura International Plc
Morgan Stanley & Co International Plc
United Kingdom
Altera Finance, Sokrat Capital,
Pro-Consulting, Millenium Capital,
Concorde Capital, BG Capital,
Aval-Brok Limited, Alfa Capital,
Avantazh Capital, ICU, Art-Capital
Guardian Trust
Greece
INFIN Financial Services
Turkey
Glenic-M
Russia
Beiten Burkhardt
Germany
Finasta
Lithuania
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BROAD AND DIVERSIFIED INVESTORS BASE
Stable and growing pool of investable funds
following early pension system reform
Largest institutional investment pool in the
CEE with high allocation in domestic equities
Broad retail investor base with active interest
in capital markets investments
Assets under management of Polish pension
funds (PLN bn)
221,3
Assets under management of Polish investment
funds (PLN bn)
178,6
139,6
116,2
136,2
137,1
84,8
2005
115,6
97,8
73,9
61,0
2006
2007
2008
2009
2010
Large and stable pool of investable funds
underpinned by region’s first and broadest
pension system reform
Pension funds have allocated an average of
33% of assets under management in domestic
equities (as at Dec. 2010)
2005
2006
2007
2008
93,0
2009
2010
Largest institutional investment pool in the CEE
Investment funds enjoy strong confidence of retail
investors that increasingly seek more sophisticated
savings and investment products
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BROAD AND DIVERSIFIED INVESTORS BASE (2)
Polish capital markets enjoy a vibrant and broad retail investor base with 1,5m retail securities
accounts
Recent large privatizations via WSE have attracted extensive retail investor participation and
have broadened overall appeal of equities among the general public
PZU and Tauron IPOs attracted 250,000 and 200,000 retail investors respectively
The offering of WSE attracted historically high interest (323,000) of retail investors and Polish
and global institutions (the demand 25 times greater than the number of shares available)
Poland remains the country of choice for foreign direct investments into the CEE attracting
€95.4bn of net inflows between 2000 and 2009
Foreign investors accounted for 20-30% of demand in the biggest 2010 offerings by PZU,
Tauron, PGE and WSE
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LARGEST IPOs AND SPOs ON THE WARSAW STOCK
EXCHANGE
Initial Public Offerings
Stock exchange
Energy company
Insurance company
Energy company
November 2010
June 2010
November 2009
EUR 308 mn
EUR 1.02 bn
May 2010
Top Europe’s IPO since ‘07
Largest Polish IPO
EUR 2 bn
Europe’s top IPO in 2009
EUR 1.4 bn
Secondary Public Offering
Bogdanka
Coal mine
June 2009
EUR 118 mn
Energy company
Energy company
November 2008
May 2008
EUR 1.36 bn Euro
EUR 546 mn
Bank
November 2009
3rd Largest Polish SPO
EUR 1.2 bn
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FOREIGN COMPANIES LISTED ON WSE MAIN LIST
No.
Company
Country of origin
Sector
Primary exchange
developers
other financial
wholesale
energy production
chemical
mining company
casino operator
construction
chemical
developers
light industry
food
banking
construction
services
London SE
Deutsche Börse
NASDAQ
Prague SE
Budapest SE
London SE
NASDAQ OMX TALLINN
NYSE EURONEXT PARIS
Prague SE
London SE
NASDAQ OMX TALLINN
NYSE EURONEXT PARIS
Borsa Italiana
Wiener Borse
Prague SE
Dual listing
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
ATLASEST (2004)
BMPAG (2004)
CEDC (2006)
CEZ (2006)
MOL (2004)
NEWWORLDR (2008)
OLYMPIC (2007)
ORCOGROUP (2007)
PEGAS (2006)
PLAZACNTR (2007)
SILVANO (2007)
BELVEDERE (2008)
UNICREDIT (2007)
WARIMPEX (2007)
FORTUNA (2010)
Channel Islands/UK
Germany
USA
Czech Republic
Hungary
Czech Rep./Netherlands
Estonia
Luxembourg
Czech Republic
Netherlands
Estonia
France
Italy
Austria
Netherlands
Single listing
16
17
18
19
20
21
22
23
24
25
26
27
ACE (2007)
ASBIS (2007)
ASSECOSLO (2006)
ASTARTA (2006)
CINEMA CITY (2006)
KERNEL (2007)
KULCZYK OIL INV. (2010)
REINHOLD (2007)
RONSON (2007)
AGROTON (2010)
MILKILAND (2010)
SADOVAYA (2010)
Spain/Luxembourg
Cyprus
Slovakia
Ukraine/Netherlands
Netherlands
Ukraine/Netherlands
Canada
Sweden
Israel/Netherlands
Ukraine/Cyprus
Ukraine/Netherlands
Ukraine/Luxembourg
metal
IT
IT
agriculture/food
media
food
fuels
developers
developers
food
food
oil&gas
WSE
WSE
WSE
WSE
WSE
WSE
WSE
WSE
WSE
WSE (GDRs on LSE)
WSE
WSE
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Source: WSE, December‘10
WHY DO FOREIGN COMPANIES LIST IN POLAND?
Possible motives:
Raising capital for investment
Reduction of barriers for the Polish investors
transaction costs, regulatory barriers, websites in Polish
Capitalizing product reputation on the market
Liquidity
Increase of visibility and investor recognition for the company
Enhancing the corporate image
Better local press coverage
Familiarity with local financial community
Strengthening the company’s output market
Linkages with product market sales
Committing to disclosure and corporate governance standards
Geographical and cultural proximity
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SPANISH INVESTMENTS
IN POLAND
CASE STUDIES
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CASE STUDY - BUDIMEX
Shareholder structure
One of the largest construction companies in Poland, operating
40 years now. Currently focusing on the Polish market, which
has been developing dynamically.
• Since 1995 - listed on the Warsaw Stock Exchange
(9,50 PLN/share)
• in 2000 Budimex was acquired by Ferrovial
(59,06% of shares)
Major contracts: a ring road around the city of Wroclaw, a part of
expressway S17 in Poland
Shares traded (in thousands ) and price (% changes) since 2000
700%
600%
Share price performance vs. market in 2010
900
800
700
500%
600
400%
500
300%
400
200%
300
200
100%
0%
100
0
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CASE STUDY – MOSTOSTAL WARSZAWA
• MOSTOSTAL WARSZAWA SA is currently one of the largest construction companies in
Poland
•Since 1991 MOSTOSTAL WARSZAWA SA is a private enterprise and its shares were
first quoted at the Warsaw Stock Exchange in 1993.
• Since 1999 Acciona became the strategic partner and the main shareholder in the
company
• Meaningful contracts: Construction of motorway A1 in Poland, 2 railway overpasses
near Nasielsk. a building for the Military Institute of Aerospace Medicine, a didactic
building for the University of Physical Education (AWF) in Poznań. the Oil and Gas Boiler
Unit for Zielona Góra Heat and Power Plant .
Shares traded (in thousands ) and price (% changes) since 2008
160%
800
140%
700
120%
600
100%
500
80%
400
60%
300
40%
200
20%
100
0
Jan/08
Mar/08
May/08
Jul/08
Sep/08
Nov/08
Jan/09
Mar/09
May/09
Jul/09
Sep/09
Nov/09
Jan/10
Mar/10
May/10
Jul/10
Sep/10
Nov/10
Jan/11
0%
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CASE STUDY – POL-AQUA
• POL-AQUA is present on the construction market since the beginning of the 1990s. The
Company offers services in the field of engineering, environmental, high capacity, road and fuel
sector construction. POL-AQUA Group is a leader in microtunnelling technology in Poland.
• Meaningful contracts: Construction of wastewater transmission system from left-bank Warsaw
to Czajka Wastewater Treatment Plant , the first phase of construction of the National Stadium
in Warsaw, construction of motorway in Ukraine, and A1 in Poland
• Listed on the WSE since 30.07.2007
•In October 2009 Spanish company Dragados in the result of summons became the main
shareholder of the company.
Shares traded (in thousands ) and price (% changes) since 2007
2,000
1,800
1,600
1,400
1,200
1,000
800
600
400
200
0
120%
100%
80%
60%
40%
20%
Jan/11
Oct/10
Jul/10
Apr/10
Jan/10
Oct/09
Jul/09
Apr/09
Jan/09
Oct/08
Jul/08
Apr/08
Jan/08
Oct/07
Jul/07
0%
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CASE STUDY – BZ WBK
Shareholder structure
29.64
BZWBK is a Warsaw Stock Exchange listed
bank and is Poland’s third largest bank by
branches and profits, fifth largest bank by loans
and fourth largest by total equity.
70.36
AIB European Investments Ltd.
700
600
100%
500
80%
400
60%
300
40%
200
20%
100
Feb/11
Jan/11
Dec/10
Nov/10
Oct/10
Sep/10
Aug/10
Jul/10
0
Jun/10
0%
May/10
Transaction is scheduled for 29th March
120%
Apr/10
7th February 2011 –Banco Santander announced a
tender for shares of Bank Zachodni WBK SA
800
Mar/10
The transaction is subject to approval by the Polish
Financial Supervision Authority
140%
Feb/10
This compromises sell of 70,36% BZ WBK shares and
50% of shares in BZWBK AIB Asset Management to
Santander
Shares traded (in thousands ) and price (% changes) since 2010
Jan/10
10th September 2010 – the Board of AIB announces
the decision to sell its assets in Poland for 3.1 bn EUR
Others
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WSE - ENTRY TICKET FOR FULL ACCESS TO CAPITAL MARKETS
Why Warsaw Stock Exchange?
 Favourable macroeconomic conditions
 Presence on the largest market in the CEE Region
aa
aa
 CEE Leader in terms of capital raised in 2010 (120 issuers, EUR 3.87bn)
aa
 Access to wide base of large institutional and retail investors
aa
 Recognition by international financial community operating on the WSE
aa
 Receptive to foreign issuers – large companies and SMEs
aa
 Growing liquidity
aa

Availability of other means of financing – debt instruments (Catalyst)
Dual listing
advantages
aa
 Higher liquidity
 Recognition of a sound business model
 Widening of the investor base
 Achieving better visibility of the company
 Beneficial for subsequent capital
market initiatives (capital increases,
secondary placements, etc.)
 Possibility for arbitrage between both
markets: more realistic fair value and
elimination of fluctuations ensuing from
non-fundamental factors
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WSE MARKETS – DIFFERENT OPTIONS FOR CAPITAL RAISING
FOR LARGE COMPANIES AND SMEs
•
•
•
•
•
WSE Main List, EU regulated market
primary listing of Polish- or international-based
companies
dates back to 1991
over 400 companies listed
•
•
WSE alternative market for innovative
as well as smaller, growing companies
launched in August 2007
roughly 200 companies listed
•
•
•
•
WSE bond market
for corporate and municipal entities
launched in September 2009
over 100 series of bonds listed
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EASY ACCESS TO THE WSE MARKET
FOR COMPANY LISTED ON EU REGULATED MARKETS
Company listed on the regulated market in the EU can offer stocks on the
WSE on the basis of valid European prospectus approved by one of the
European regulators
1.
2.
3.
4.
5.
Notification of prospectus by PFSA – prospectus can be presented to
PFSA in English with summary in Polish (optionally – for the Polish
investors),
Application for admission on the WSE,
Registration of shares in the Polish NDS,
Transfer of shares to the Polish NDS,
Application for determination of the first day of trading on the WSE.
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LISTING CRITERIA – WSE MAIN LIST and NEWCONNECT
WSE MAIN LIST (regulated market)
Listing requirements set in the WSE Rules and ordinance of Finance Minister dated May 12, 2010:
appropriate public information document prepared and approved by relevant supervision authority
in EU „single passport rule”), unless such information document is not required
no bankruptcy or liquidation proceedings underway with respect to the issuer
transferability not restricted
value of shares/equity no less than PLN equivalent of EUR 15 million
financial statements together with auditor’s opinions for at least past three consecutive financial
years published (IFRS)
dispersion:
15% of shares all company shares held by small shareholders (shareholders each of whom controls no
more than 5% of GM votes), and
100,000 shares referred to in the application for admission to exchange trading with a value equal at
least to EUR 1,000,000, calculated based on the last sale or issue price held by small shareholders.
NewConnect (alternative trading system)
Listing requirements set in the Alternative Trading System Rules
appropriate information document prepared and approved by authorised adviser
no bankruptcy or liquidation proceedings underway with respect to the issuer
transferability not restricted
nominal value of shares is at least PLN 0.10
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REPORTING OBLIGATIONS
A company admitted to trading on one of the EU markets discloses
information according to its home member state’s regulations
A company discloses information in English or in Polish – subject to
company’s decision
According to Polish regulations information must be disclosed
through ESPI – system of exchange of information
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Warsaw Stock Exchange
4 Ksiazeca Str. 00-498 Warsaw, Poland
tel. +48 22 537 70 98, fax +48 22 537 72 54
www.wse.com.pl
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