IPO Eye. Home-grown listings emerge to break London IPO drought. An overview of Q Q Highlights

Transcription

1 Q IPO Eye An overview of Q Home-grown listings emerge to break London IPO drought Ernst & Young s IPO Eye is a quarterly publication for those with a vested interest in Initial Public Offerings (IPOs) on the London Stock Market. IPO Eye provides data and analysis on new issues for both the Main Market and AIM. We identify market trends and provide insight for those companies looking to float in the future. If you have any feedback please me at dvaughan@uk.ey.com David Vaughan IPO Leader Ernst & Young 2012 was one of the driest years on record for Main Market IPOs with only four listings taking place raising just over 1bn. As such market expectations moving into 2013 could be best described as subdued albeit layered with a cautious degree of optimism given the successful listing and post-trading performance of Direct Line in October Thankfully this optimism was well placed with increased Main Market activity this quarter. Main Market two listings and two re-admissions took place raising cumulative funds of 1.24bn, already bettering total funds raised on the Main Market during the whole of mn was raised from two listings in the equivalent 2012 quarter. AIM five admissions raised 20mn, down from the 28mn raised from five admissions in the corresponding quarter of GDR one admission raised $850mn (USD) (zero admissions Q1 2012). Highlights Main Market the obvious highlight for this quarter is that four UK companies have managed to fund raise and have seen stable post-trading performance to date. Of additional note, these businesses were not from the natural resources sector, which has dominated the London market in recent years. AIM Q1 is traditionally a quiet quarter for AIM admissions and this quarter continued that trend. The diversity of the London market was again reflected with four of the five AIM admissions originating from two US and two Israel domiciled businesses. GDR Zenith Bank became the third Nigerian Bank to list GDRs in London. Post-trading performance has been stable to date which may encourage further African financial institutions to start considering London as a listing destination. Global This quarter saw 150 deals take place globally raising $24bn (USD) compared to 157 deals last year raising $14.3bn (USD). The Americas dominate, accounting for 47% of total funds raised during the quarter with the EMEIA region in second place, accounting for 30%. The Asian market is off to a slow start in 2013, primarily due to a halt in listings on Chinese exchanges since November 2012.

2 arket listings Table 1: New issues Main Market Q Date of admission Company PE backed Country of incorporation Region of domicile Sector Market cap. on admission ( mn) 22-Mar-2013 esure Group Plc Yes UK UK Insurance 1, Mar-2013 HellermannTyton Group Plc Yes UK UK Manufacturing 420 Re-admissions Main Market 13-Feb-2013 Crest Nicholson Hldgs Plc Yes UK UK Home construction Mar-2013 Countrywide Plc Yes UK UK Real Estate 750 GDRs Date of admission Company PE backed Country of incorporation Region of domicile Sector Market cap. on admission ($mn) 21-Mar-13 Zenith Bank Plc No Nigeria Nigeria Banking 4,240 Table 2: New Issues AIM Q Date of admission Company PE backed 14-Jan Feb-2013 Northcote Energy Ltd Digital Globe Services Ltd Country of incorporation Region of domicile Sector Market cap. On admission ( mn) No British Virgin Islands USA Oil & Gas 1 Yes Bermuda United States Media Feb-2013 Starcom Plc No UK Israel Software Mar-2013 DekelOil Public Ltd No Israel Israel Oil & Gas Mar-2013 Cloudtag Inc. No Cayman Islands UK Health & Fitness 29 Main to AIM 17-Jan-2013 Victoria Plc No UK UK Household goods N/A Re-admissions AIM 14-Feb Mar-2013 Trinity Exploration & Production Graphene Nanochem Plc No UK Trinidad & Tobago Oil & Gas 129 No UK Malaysia Alternative Fuels Secondary listing AIM 28-Mar-2013 Falcon Oil & Gas Ltd. No Canada Global Oil & Gas 111 What constitutes an IPO? Not all new admissions, as listed by the London Stock Exchange, are defined as IPOs for the purposes of the commentary throughout this report. Our definition excludes secondaries, funds, transfers from AIM to Main (and vice-versa), GDRs, and introductions where no money is being raised, or shares placed with new investors. 2 IPO Eye Q1 2013

3 Funds raised ( mn) Placing price (p) Closing price (after first day of trading) Closing price (at QTR end) % % % change in price Lock-in shareholders: 6 12 months shareholders: 6-12 months % % shareholders: 6-12 months shareholders: 6-12 months Funds raised ($mn) Placing price (p) Closing price (after first day of trading) Closing price (at QTR end) % change in price Lock-in % No lock-in Funds raised ( mn) Placing price (p) Closing price (after 1st day of trading) Closing price (at QTR end) % % % change in price Lock-in shareholders: 12 months shareholders: 24 months % Directors: 12 months % % shareholders: 12 months shareholders: 6-12 months N/A N/A N/A N/A N/A N/A % % shareholders: months shareholders: 12 months % Directors: 12 months IPO Eye Q

4 n this quarter Analysis and performance The Main Market is open for business! Main Market This quarter saw the re-emergence of two former Main Market tenants in Crest Nicholson and Countrywide. Given the current favourable UK economic conditions in the housing sector it appears that both companies have successfully taken advantage of the IPO window that was presented to them. The two new Main Market admissions this quarter were esure, the Peter Wood founded online insurance provider, and HellermannTyton, the cabling products maker. Like the previous two companies mentioned both of these businesses were PE backed too, and this feature is discussed further overleaf. The obvious question to ask given the significant lack of market activity in 2012 is why these listings have taken place now? On an initial examination the market fundamentals don t appear to have changed significantly over the past six months. It can be safely assumed that the successful listing of Direct Line in October 2012 provided reassurance to esure that the market was open to IPOs in the insurance sector. The same could also have been said for Countrywide whose listing followed not long after Crest Nicholson. Overall it s encouraging to see that all of these companies have raised significant amounts of capital and have had reasonable periods of post-trading performance. Whilst it is extremely encouraging to see UK businesses raising money on the public market, it does beg the question; where have all the international mining companies gone? It has been 18 months since a mining company listed on the Main Market (Polymetal International) since which listed mining businesses have had a relatively torrid time, with decreasing demand and falling commodity prices. The last few weeks have seen a slight rally and we are aware of plenty of mining companies waiting in the wings to raise capital in a favourable market most likely end of 2013/ beginning of AIM Whilst the Main Market struggled in 2012 we saw a steady and diverse flow of companies coming to AIM in the same year. Q1 is traditionally a quiet period for AIM listings and this quarter was no different seeing five companies come to market, tying the same number of admissions in Q1 of The largest AIM offering this quarter was the Colorado-based online advertising group Digital Globe Services. The group raised 13mn and will use the funds to aid its expansion into European and Latin American markets. Given the recent tech admissions of 2012, the City will be slightly buoyed by the positive reception that these companies have received given the recent push by the government and the LSE to make London a more attractive listing destination for these types of businesses. The obvious question to ask given the significant lack of Main Market activity in 2012 is why these listings have taken place now? Given the current favourable UK economic conditions in the housing sector it appears that both Crest Nicholson and Countrywide have successfully taken advantage of the IPO window that was presented to them. 4 IPO Eye Q1 2013

5 FTSE indices on the rise FTSE Indices This quarter saw strong performances from the FTSE indices culminating with the FTSE 100 reaching a five year high in mid- March. The strongest mover overall was the FTSE 250 which finished at 10% above for the quarter. CBOE Index This quarter saw volatility reach its lowest level in over a year. This was undoubtedly a contributing factor to the relatively buoyant IPO market that we experienced in Q Jan Feb Mar-2013 FTSE 100 FTSE 250 FTSE All-Share FTSE AIM UK 100 CBOE Volatility S&P 500 Index (^VIX) Index Value Apr Apr May May Jun Jun Jul Jul Aug Aug Aug Sep Sep Oct Oct Nov Nov Dec Dec Jan Jan Feb Feb Mar Mar-2013 CBOE Volatility S&P 500 Index (^VIX) Index Value This quarter saw strong performances from the FTSE indices culminating with the FTSE 100 reaching a five-year high in mid-march. This quarter saw volatility reach its lowest level in over a year. IPO Eye Q

6 nsights A new route to the UK IPO market attracting fast-growth businesses The London Stock Exchange finalises plans for its High Growth Segment In February 2013 the London Stock Exchange (LSE) published its draft rulebook for its new High Growth Segment (HGS) the aim of which is to introduce a new route to the UK IPO market for high growth companies. The London Stock Exchange (LSE) has been looking at how it might attract more fast-growth businesses (particularly technology) to the exchange. For a number of years many UK and European based technology businesses have taken the decision to list in New York rather than London. The introduction in the US of the JOBS (Jumpstart Our Business Startups) Act, which eased the IPO rules for international growth companies seeking to raise equity finance, provided a further stimulus to the need for a response from London. In February 2013 the LSE published its draft rulebook for its new High Growth Segment (HGS), the aim of which is to introduce a new route to the UK IPO market for high growth companies. It is being positioned to act as a 'stepping stone' for companies who will then quickly move on to a premium listing. The consultation period closed in mid April and the LSE is looking to announce the final rules relating to the High Growth Segment as quickly as possible. Whilst we applaud any move by the LSE to innovate in order to attract more high-quality businesses to list in London, the question as to what impact the HGS will have in practice remains open. Key elements of the admission requirements for the High Growth Segment include: Minimum 10% free-float Minimum issue 30mn Revenue CAGR of 20% or more over a three year period EEA incorporated, active commercial company issuing equity shares only Appointment of a 'Key Adviser' who is already an approved sponsor under the LSE s Listing Rules Approved prospectus must be published Whilst we applaud any move by the LSE to innovate in order to attract more high-quality businesses to list in London, the question as to what impact the HGS will have in practice remains open. Whilst we are aware of some businesses that have been put off from a London premium listing due to the requirement to have a 25% free-float, this is not, in our experience, a particularly common barrier. A number of commentators have been of the opinion that the current range of listing options AIM, Standard and Premium provides more than enough flexibility. The ability to raise 30mn and keep free float to a minimum may also be a significant limiting factor for many fast growth technology businesses. It is not clear that there are large volumes of private businesses of this size that have three years of 20%+ growth. Many fast-growth businesses are looking for growth capital to fund product development, acquisitions and international expansion at a size nearer to 100mn market capitalisation. 6 IPO Eye Q1 2013

7 Private Equity backed companies market confidence returns This quarter has seen the most Private Equity (PE) backed businesses come to the public market since Is this just the start? One of the most significant developments in IPO activity as we move through 2013 could well be an increase in the number of PE houses using IPO as a successful exit route for their investee businesses. Within the first three months of this year we have seen Crest Nicholson (Varde), Countrywide (Oaktree), HellermannTyton (Doughty Hanson) and E-sure (Penta Capital and Electra Partners minority stake) all list successfully. To put this into perspective, this is more IPOs of PE backed businesses than we have seen in total in the last three years on the Main Market. Add to this the fact that we are also aware of significant pipeline of other private equity backed clients who are seriously considering a move to the public markets and it seems as if an IPO may finally be a feasible exit option for the right PE backed assets. One of the drivers for this increase may be that the IPO discount demanded by institutional investors is much more palatable to PE when the stock-market is at a record high and therefore comparators are particularly favourable. Should the markets fall back, it is unclear how willing private equity investors will be to continue to support this discount. The medium term performance of these first listings will be vital in establishing confidence in PE backed IPOs, building the trust between the private equity industry and the institutional investor community. Should they perform well expect others to follow. However, as we have seen from other high profile PE backed listings, it only takes one bad apple to spoil the bunch and institutional investors have long memories. One of the most significant developments in IPO activity as we move through 2013 could well be an increase in the number of PE houses using IPO as a successful exit route. It seems as if an IPO may finally be a feasible exit option for the right private equity backed assets. IPO Eye Q

8 nsights Window of opportunity ready, set, go How are businesses able to move quickly and take advantage of the IPO window? Looking at the businesses that successfully listed on the Main Market this quarter, there is a common thread which runs through all of them. They were all ready and able to take advantage of the window of opportunity that a rising market and comparatively benign macro-economic stability provided. A good example of this is Crest Nicholson which over the last year has gone through a number of re-financing events, requiring a significant amount of due diligence. This work provided an excellent springboard for Crest Nicholson to understand exactly where it stood in terms of its state of readiness to go through an IPO and to operate as a public business. Crest Nicholson was also helped by the fact that it had previously been a publicly listed business and had retained many of the processes/procedures of a PLC. It had also maintained informal contact with a number of key city analysts and investors, ensuring that they were always fully up to date with its progress and were able to make a well informed investment decision based on a long history of knowledge of the business and management. Looking at the businesses that successfully listed on the main market this quarter, there is a common thread which runs through all of them. They were all ready and able to take advantage of the window of opportunity. Whilst we recognise that this is a unique set of circumstances we believe that there are lessons to be learned for other businesses considering an IPO. Gain an early understanding of what the gap is between your company s current state and what s required of a publicly listed business. Develop a plan of what elements of the IPO preparation work can be carried out well ahead of time. Start developing the equity growth story which will be presented to investors and consider what key performance indicators can be monitored to best support this. Begin to develop informal relationships with potential investors and relevant analysts. How can Ernst & Young help? Through our work over the last 10 years supporting businesses on the run up to successful IPO transactions, we have developed an IPO Readiness diagnostic tool. The aim is to help companies identify how they can most efficiently prepare for an IPO event (which we recognise can be a moving target) based on their current state and co-develop a plan which will enable them to move quickly when the time is right and take advantage of any favourable IPO windows. 8 IPO Eye Q1 2013

9 Real Estate success in Q1 IPOs? Following the successful IPOs of Crest Nicholson and Countrywide, how is the wider Real Estate sector set for 2013 IPOs? Q1 Real Estate IPOs In Q1 Crest Nicholson plc, the housebuilder, and Countrywide plc, the real estate agency, completed their IPOs to great success. Crest Nicholson saw its book nine times oversubscribed and priced at the top end of the range. Countrywide also priced strongly, and in a recent announcement Goldman Sachs indicated that it was able to sell its entire allotment, a good indication of strong demand for the shares. Both companies are at the early stage of the business cycle and had been previously listed. After having been taken private and restructured, the companies are now benefiting from the demand for new housing particularly in London and the South East which was given a further boost in the recent Budget. The other related listing in the real estate sector has been ICG Longbow s Senior Secured UK Property Debt Investments Limited. The debt fund s listing was delayed as Starwood Capital Group listed its European real estate debt fund in December Wider Real Estate market IPOs Outside of the successful listings of Countrywide plc and Crest Nicholson plc, there has yet to be a large traditional real estate company or Real Estate Investment Trusts (REIT) listing in the UK in the last year. However, this is not indicative of weak investor interest in the sector, as British Land plc and Intu Properties plc have both raised 493mn and 280mn through equity placings in March and February respectively. On the downside, Schroders and Grafton Advisors West End of London Property Investment Company (WELPIC) failed to IPO on AIM in February this year as, at 100m, it was considered to be too small by the investment community. Whilst the IPOs of Crest Nicholson and Countrywide have demonstrated investor appetite for companies with a real estate perspective, IPOs of the more traditional real estate companies are still yet to emerge. Real estate financing options So if unlisted Real Estate companies are not able to access capital through the equity market, where are they going for additional capital? Debt still seems to be the first choice for many real estate companies but with banks less eager to lend, it is now institutional investors who are providing debt not only through private placements and bonds, but also through plain vanilla debt packages. Conclusion The equity market appetite exists for strong well placed real estate companies in the business cycle, both through new listings and through secondary equity capital raisings. However, investors are still cautious and are looking for scale and quality. In Q1 Crest Nicholson plc, the housebuilder, and Countrywide plc, the real estate agency, completed their IPOs to great success. IPO Eye Q

10 nsights Pricing how did IPOs price at the end of Q1? London shores up impressive post-ipo gains, as equity markets hint at becoming warmer. In the six months to March 2013, average volatility continues to remain relatively stable, compared to the first nine months of last year where increased volatility played one of the key roles in dissuading businesses from listing and, instead, encouraged them to play the waiting game. As our ITEM Club forecast indicates, there are positive signs in the equity markets and the prospect of the UK IPO market beginning to thaw, despite UK overall GDP growth continuing to be disappointing. However, as we ve repeatedly said during the past four years of the financial crisis, we ve been here before. Direct Line, the biggest IPO of last year, is up 17% from its listing price. Post-IPO performance has been impressive as well for those who made it into the IPO market this year. Crest Nicholson was up 34% since listing on the Main Market in February, rising from 220p to 295p at close. Countrywide, which listed close to the end of the quarter, also managed to price at the top end of its range at 350p and has seen its shares increase by 11% by the end of the quarter. This quarter s two other main market listings, esure and HellermannTyton also closed above their offer price, at 3% and 4% respectively. On the whole, AIM offerings performed relatively well on their first day of trading and posted positive gains. At the end of the quarter, only one of the five AIM companies closed below its offer price. As our ITEM Club forecast indicates, there are positive signs in the equity markets and the prospects of the UK IPO market. Nevertheless, we continue to see the success stories from the class of 2012 doing impressively post-ipo. Direct Line, the biggest IPO of last year, is up 17% from its listing price. The foreign mobile technology companies Megafon and KCell, which issued $0.5bn+ GDRs in the last quarter of 2012, were up 48% and 35% respectively. Last year s most successful IPO in the AIM market, the UK technology company Wandisco, has now increased by an astronomical 346% to a closing share price of 802p (from 180p when it was listed in June 2012). 10 IPO Eye Q1 2013

11 The IPO process: through the eyes of an investor In a recent submission to the UKLA, Legal & General added to the debate on what investors look for in the IPO process. The very essence of romance is uncertainty, said Oscar Wilde. Not quite so true when it comes to institutional investors investing in IPOs. In its submission to the UKLA in January 2013, Legal & General Investment Management (LGIM) set out a wish-list of recommendations to improve the IPO process, with the view to making the process less uncertain and more palatable for prospective investors. Picture the scene: in the inevitable rush to list, a budding IPO candidate hastily parachutes directors onto its Board only weeks before the IPO, and gives itself little time explaining its services, products and strategy to its potential investors. It is this behaviour that LGIM wants to see less of. It is in essence a simple plea for a more considered approach to ensuring businesses are IPO ready. A structured plan and timetable to bring non executive directors on board on a timely basis, allowing sufficient airtime to inform and educate investors, is required if businesses want to build confidence to their equity story and governance. The greater the confidence, the more positive the reception is likely to be. Proposed measures also included linking investment banking fees to post-ipo performance, deferring such fees until six months after the IPO. Investors can t be blamed for being wary, having suffered a number of IPO flops in recent years. A strong aftermarket is in the interests of both investors and advisors. One would imagine that few banks simply shrug off the immediate post-ipo performance of one of its clients, knowing the reputational hit it would take from a botched deal. Any deferral of fees would also suffer from practical difficulties, opening banks up to underperformance and other market factors outside of their control. LGIM also suggested limiting the size of bank syndicates, which has arguably contributed to a lack of independent research on a number of IPOs. Nearly two years ago, Glencore had 23 banks involved in its record listing. The poor post-ipo performance led to an incensed open letter from Blackrock. Occasionally, large syndicates may be needed to squeeze out that extra ounce of demand, but they should be the exception rather than the norm. Investors can t be blamed for being wary, having suffered a number of IPO flops in recent years. A strong aftermarket is in the interests of both investors and advisors. IPO Eye Q

12 ITEM Club: have financial markets become too bullish? The early months of 2013 have seen financial markets take a particularly optimistic view of global growth prospects. World stock markets have risen by around 6.5% since the start of the year, whilst the FTSE All-Share is up almost 10%, and financial stress levels have declined to the lowest levels since On the face of it, this exuberance looks surprising given real economic developments. Data for the final quarter of 2012 was disappointing across most economies, in particular the UK, where GDP fell by 0.3%. Survey evidence for early 2013 has been mixed relatively solid for the US, patchy for the UK and still suggesting contraction in the Eurozone. World growth should pick up significantly as 2013 progresses and continue into Alongside the improving outlook, the risks have become more balanced at the global level. Nevertheless, the threat of renewed crisis in the Eurozone remains a live risk, as demonstrated by the recent problems in Cyprus, and high levels of household indebtedness and enduring concerns about the health of the banking system represent reasons to be vigilant domestically. Therefore, whilst there is some genuine cause for optimism, the recent market exuberance may still begin to peter out over the coming months. The UK recovery may lag a little in the shortterm, but these factors should underpin a gradual pickup in GDP growth over the next couple of years, the threat of renewed crisis in the Eurozone remains a live risk, as demonstrated by the recent problems in Cyprus. But taking a more forward-looking view, the financial market rally appears more justified. World growth should pick up significantly as 2013 progresses and continue into The fall in financial stress levels should mean lower risk premia and cheaper capital for firms. Meanwhile, world trade growth is also picking up and this will have a positive global multiplier effect. The UK recovery may lag a little in the short-term, but these factors should underpin a gradual pickup in GDP growth over the next couple of years, albeit deleveraging by the consumer and government sectors are likely to mean that the recovery does not hit the heights of previous cycles. 12 IPO Eye Q1 2013

13 Forthcoming programmes IPO Retreat May 2013 I thought the Retreat was a first class event packed full of knowledge and experience and wouldn t hesitate to recommend it to any organisation reviewing this route. It certainly opened my mind to all the issues IPO Retreat attendee An IPO marks a turning point in the life of a company and the rewards can be significant. The key to a successful float is preparation, experienced guidance and effective execution. We view an IPO as a business transformation process, not just a transaction, and the Retreat will help prepare you for this change. This is an exclusive opportunity for a select group of CEOs and CFOs contemplating an IPO. The IPO Retreat will demystify all aspects of a float through workshops, case studies and open floor discussions. Attendees will hear business leaders share their personal experiences of floating their own companies as well as from a range of advisors who understand what it takes to deliver a successful IPO. Visit our dedicated IPO Retreat webpage at for more information. To register your interest, contact Farzana Pabani at fpabani@uk.ey.com. Entrepreneur of the Year Ernst & Young will soon announce the regional finalists for this year s Entrepreneur Of The Year Awards. The competition has attracted a high number of entrants from companies across a breadth of industry sectors and at a variety of growth stages, with a number either public or contemplating an IPO in their future plans. Regional finalists will be announced at the end of April. Ernst & Young Global IPO Center of Excellence Our Global IPO Center of Excellence is a virtual hub which provides access to tools and knowledge for every step of the journey from finding out more about what going public means to considering capital raising options and addressing post-ipo risks. It provides access to all our IPO knowledge, tools, thought leadership and contacts from around the world in one easy-touse source. IPO Eye Q

14 IPO specialist team For more information contact our international specialists or alternatively speak to your local Ernst & Young adviser. David Vaughan IPO Leader Tel: Richard Harding Partner, UK North Tel: David Wilkinson Partner, UK South Tel: Steve Collins Director, Americas Tel: Marcus Bailey Executive Director, Middle East and Africa Tel: Guy Carr UK IPO Director Tel: Richard Hall Partner, London Tel: Neil Patey Partner, Scotland Tel: Nadeem Khan Director, India Tel: Timothy Pinkstone Director, Russia and CIS Tel: Please visit for more information on how we can help you or your business. 14 IPO Eye Q1 2013

15

16 Ernst & Young LLP Assurance Tax Transactions Advisory About Ernst & Young Ernst & Young is a global leader in assurance, tax, transaction and advisory services. Worldwide, our 167,000 people are united by our shared values and an unwavering commitment to quality. We make a difference by helping our people, our clients and our wider communities achieve their potential. Ernst & Young refers to the global organization of member firms of Ernst & Young Global Limited, each of which is a separate legal entity. Ernst & Young Global Limited, a UK company limited by guarantee, does not provide services to clients. For more information about our organization, please visit About Ernst & Young s IPO services Ernst & Young is a leader in helping to take companies public worldwide. With decades of experience our global network is dedicated to serving market leaders and helping businesses evaluate the pros and cons of an IPO. We demystify the process by offering IPO readiness assessments, IPO preparation, project management and execution services, all of which help prepare you for life in the public spotlight. Our Global IPO Center of Excellence is a virtual hub which provides access to our IPO knowledge, tools, thought leadership and contacts from around the world in one easyto-use source. The UK firm Ernst & Young LLP is a limited liability partnership registered in England and Wales with registered number OC and is a member firm of Ernst & Young Global Limited. Ernst & Young LLP, 1 More London Place, London, SE1 2AF. Ernst & Young LLP Published in the UK. All Rights Reserved. In line with Ernst & Young s commitment to minimise its impact on the environment, this document has been printed on paper with a high recycled content. Information in this publication is intended to provide only a general outline of the subjects covered. It should neither be regarded as comprehensive nor sufficient for making decisions, nor should it be used in place of professional advice. Ernst & Young LLP accepts no responsibility for any loss arising from any action taken or not taken by anyone using this material indd (UK) 04/13. Creative Services Group Design. ED None