Public Company update - May 2020
Welcome to the May 2020 edition of our biannual Public Company Update, for directors and in-house counsel of quoted companies, nomads/brokers and sponsors, and other corporate finance professionals and intermediaries.
With the COVID-19 pandemic causing global disruption across all markets, it's no surprise that UK Markets are in a state of flux and government guidance is rapidly evolving as the future remains uncertain. In spite of this, we have seen unprecedented resilience and adaptability from UK businesses, and our Capital Markets team has continued to see a steady flow of transactional activity. For example, in March and April, the team advised on two transactions for tech companies - an illustration of the continued value of digital solutions in the current climate.
In March, we advised AIQ Ltd (a special purpose vehicle with a focus on the development and establishment of new technology) on its Main Market readmission and reverse takeover of AI codes. AI codes is a specialist information technology software designer and developer focused on the e-commerce sector.
In April, we advised Allenby Capital as nominated adviser and broker on AIM-listed ECSC Group’s placing. ECSC is a provider of cyber security services which has experienced continued organic growth, driven by market demand as a result of an increasing awareness of cyber security within corporate boardrooms. Andrew Collins, fellow Partner in our Capital Markets team, commented "it is heartening that even in these times of lock-down, the equity capital markets are still functioning, and companies are able to raise funds."
As a wider team, we continue to support entrepreneurs, management teams, growth companies and investors, helping them to navigate this new landscape with advice on a wide range of legal issues.
In this edition of our Public Company Update we include four articles including two providing useful legal insight following recent COVID-19 related guidance, applicable to listed companies and their advisers alike. I hope you enjoy the read.
Mark Howard, Corporate Partner
COVID-19: Cash conservation and dividend dilemmas
Following the publishing of ICSA’s guidance note on “Withdrawal or amendment of dividend resolution to AGM”, we discuss cash conservation and the note’s commentary on legal differences between dividends as well as payment options.
COVID-19: changes in UK insolvency law to protect businesses and directors
How is the proposal for reforms to UK insolvency law designed to protect companies and directors during the COVID-19?
Changes to the listing rules: disclosure of rights attached to equity shares
The FCA publish amended Handbook so that recent changes ensure holders and potential holders of listed securities have ready access to information in relation to the rights attached to them.
Points of practice – tips on FCA and LSE completion processes
We set out some key points of practice for advisers responsible for handling the FCA’s and LSE’s completion processes relating to securities issuance.
COVID-19 Vaccination – can an employer make it compulsory for employees?
We review what legal issues to take into account when considering to make vaccination compulsory as an employer.
The Lawyer, New Law Journal, International Adviser, CDR Magazine and eprivateclient report on the firm's partner promotions
Charles Russell Speechlys promoted five lawyers to partner, effective 1 May 2021.
Linking ESG and Executive Pay
How does a business go about embedding a focus on strong ESG performance into the structures and culture of its organisation?
National Security and Investment Act granted Royal Assent
The Act establishes a new regime for the review of mergers, acquisitions and other transactions that could threaten national security.
Charles Russell Speechlys advises Waverton on acquisition of Cornerstone Asset Management
Established in July 2010 and with offices in Edinburgh and Glasgow, Cornerstone offers wealth management and financial planning advice.
Charles Russell Speechlys promotes five to Partner
The promotions are effective 1 May 2021 and are accompanied by one Legal Director and 15 Senior Associate promotions.
Proposed Takeover Code Amendments – Key Changes
The Consultation Paper has now been followed by a corresponding response paper which made certain modifications to the initial proposals.
Charles Russell Speechlys advises Fudco Partnership on sale to Exponent-backed Vibrant Foods
Fudco is a family-owned business selling South Asian ethnic foods in UK and Europe.
Charles Russell Speechlys advises Polar Technology on investment by BGF
Polar Technology Management Group is a holding company for engineering businesses operating at the leading edge of technology.
Use and Regulation of Renewable Energy Certificates in the UAE
The market for trading in renewable energy certificates is set to increase in both visibility and importance.
Odey and Hffx: partnerships with mixed membership
Examining two decisions relating to remuneration arrangements in partnerships with individual and corporate membership.
Charles Russell Speechlys advises shareholders of Modern Networks on sale to Horizon Capital
Modern Networks is a leading provider of IT support, broadband and telecoms managed services to the UK’s commercial property sector.
Patrick Gearon FCIArb
Insolvency Legislation in the GCC
The interesting times of the last 14 months were preceded by the interesting times of the financial crisis of 2008/2009.
Charles Russell Speechlys advises on Trident Royalties’ US$28m Placing
Trident Royalties plc is a growth-focused mining royalty and streaming company.
Charles Russell Speechlys advises Avation plc on £7.5m secondary placing
Headquartered in Singapore, Avation plc manages a fleet of aircraft which it leases to airlines across the world.
The Corporate team's involvement in Fishawack Health’s acquisition of PRMA featured in Yahoo! Finance USA, Markets Insider and Morning Star
Martin Wright and the Corporate team provided legal support on the acquisition of PRMA Consulting.
Charles Russell Speechlys, Strategic Partners of the Asoko Insight West Africa's Family-Owned Business Report
The report is the most comprehensive study of Family-Owned Businesses throughout West Africa.
Jessica Arrol quoted by Real Deals on the implementation of SFDR
SFDR aims to remove greenwashing and promote transparency in reporting ESG, but GPs and LPs are experiencing its flaws.
Charles Russell Speechlys advises Shore Capital as nominated adviser, broker and bookrunner on £56.5m fundraising for Helios Underwriting Plc
Helios is an AIM-listed investment company offering investors growth and returns from exposure to Lloyd’s.
Charles Russell Speechlys advises Content+Cloud on acquisition of Sipcom
The acquisition establishes Content+Cloud as a global service provider to UK businesses.