Public Company update - November 2017
Welcome to the November edition of our biannual Public Company Update, aimed at directors and in-house counsel of quoted companies, nomads/brokers and sponsors, and other interested corporate finance professionals and intermediaries.
We have been very busy over the last five months acting on a number of IPOs, as well as a series of placings on AIM and across the premium, standard and specialist fund segments of the Main Market. Highlights have included acting on the placing and subscription for fastjet (the low cost African airline) and the IPO of Hemogenyx Pharmaceuticals, the first company from New Jersey ever to list on the London Stock Exchange.
We would like to bring to your attention that the registration deadline for LEIs (Legal Entity Identifier) for AIM Companies is 30 November 2017. Main Market issuers have been required to have an LEI since 1 October 2017. In AIM Notice 47 on 13 October 2017, LSE clarified that it requires all AIM companies with securities admitted to trading on AIM to have an LEI. Collated LEI codes for each issuer with securities admitted to trading are required from market operators (including LSE) by both MiFID II and the MAR.
Finally,we are delighted to report that the team has held its tier 2 ranking for “Small and Mid-cap flotations” in the recently published 2017 Legal 500. Paul Arathoon and David Hicks have also been recognised as Next Generation Lawyers for “Small and Mid-cap flotations” and “Listed Funds” respectively.
I very much hope you enjoy this edition and find it insightful and informative.
Mark Howard, Partner
AIM Rules Review
Paul Arathoon looks at the key proposals from the recent discussion paper published by the London Stock Exchange on changes to the AIM Rules. We assisted with the QCA's response to the discussion paper.
Share issuance authority – public companies
Corporate associate Dafni Loizou explains the legal regime and current institutional guidance applicable to annual share issuance resolutions - authority to allot and dis-application of pre-emption rights - an area where much confusion exists.
The Takeover Code: consultation on statements of intention and related matters
Mark Howard and Tom Smitham summarise the proposed amendments for the Takeover Code (from the September consultation paper), and comment on the merit and likely impact of these amendments should they be implemented.
Deal spotlight: warrants
Chris Putt sheds light on one of the team's recent reverse takeover deals - and outlines a novel way of addressing potential selling pressure through use of "lock-in" warrants.
News & Insights
We set out some key points of practice for advisers responsible for handling the FCA’s and LSE’s completion processes.
Changes to the listing rules – Disclosure of rights attached to equity shares
Amendments to the Listing Rules ensure holders and potential holders of listed securities to have ready access to information.
COVID-19 – Changes in UK insolvency law to protect businesses and directors
Daniel and Roger analyse the proposal for reforms to UK insolvency law, designed to protect companies and directors during the COVID-19.