Independent experienced and effective advisers
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Independent, experienced and effective advisers. N ABARRO W ELLS & C O . L IMITED. 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

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Independent, experienced and effective advisers

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Independent experienced and effective advisers

Independent, experienced and effective advisers

NABARRO WELLS & CO. LIMITED

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


Independent experienced and effective advisers

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


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

Appropriate Companies


Independent experienced and effective advisers

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


Independent experienced and effective advisers

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!


  • Independent experienced and effective advisers

    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


    Independent experienced and effective advisers

    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


    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

    Conclusion


    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

    Nabarro Wells as Nominated adviser


    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] telephone number: +44 20 7710 7409

    David Nabarro


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