PROPOSITION FOR SME COMPANIES

Transcription

1 Wersja robocza NewConnect PROPOSITION FOR SME COMPANIES September 2014

2 POLAND S KEY POSITION IN THE ENLARGED EU Economy: 25 years ago Poland opened a new chapter in its history and initiated the process of important political and social change and thorough economic transition. Poland has become a major actor within the European Union. One of the biggest countries among new EU members with 38m population. One of the fastest growing economies in Europe with stable and solid financial system. The only EU country that have a positive growth rate during the recent crisis. EU GDP (%) f 2014f accumulated GDP Poland Slovakia Malta Sweden Romania Germany Bulgaria Austria Belgium Lithuania Czech Republic France Luxemburg EU (27 countries) Key statistics: Low Inflation Stable currency GDP growth forecast in 2014: 2.5% accumulated GDP: 20.15% Ratings - A2 - Stable by Moody s - A - Stable by S&P - A - Stable by Fitch UK Netherlands Euro area (18 countries) Estonia ,21 Hungary Denmark Cyprus , Finland Spain Slovenia Portugal , Ireland , Italy Latvia Source: Ministry of Finance, Polish Central Statistical Office, Eurostat, EBOR.

3 THE WSE MARKETS IN BRIEF The Warsaw Stock Exchange organises trading in financial instruments on three markets: MAIN MARKET in operation since 16 April 1991 supervised by the Polish FSA notified to the European Commission as a regulated market law and regulations implementing EU directives NEWCONNECT alternative trading system, working since 30 August 2007 organised, maintained and supervised by the WSE designed for small entities and developing companies CATALYST debt instruments market founded on 30 September 2009 consists of two trading platforms: as a regulated market and as an alternative trading system

4 THE SME SECTOR IN POLAND STRUCTURE BY SIZE CONTRIBUTION TO GDP Small (w/o micro) 2.8% Large 20% Large 33% Micro 42% Micro 96.0% Medium & Large 1.2% Medium 80% Medium 14% Small (w/o micro) 11% Total share in the market: 99,8% Total contribution to the GDP: 72,3% Division of enterprises in Poland: Micro up to 9 employees Small between 10 and 49 employees Medium between 50 and 249 employees Large over 250 employees Source: Report on the Condition of the Small and Medium-Sized Enterprise Sector in Poland, Polish Agency for Enterprise Development, 2011

5 NEWCONNECT THE MARKET FOR SMEs SMEs a great potential for a further growth a driving force of the Polish economy strong demand for capital Benefits stemming from the NewConnect market for SMEs Providing solutions for the expansion of high-potential, young and innovative companies Attracting individual investors Allocating more resources for R&D Performing as an enterprise incubator for start-ups Serving as a preparatory step towards the WSE Main List for the national economy Developing companies that account for a substantial part of the GDP Strengthening Polish stock market position in the CEE region as an efficient network of investors, companies and clients A strong SME sector is a key reason for the popularity and importance of the NewConnect market.

6 NEWCONNECT AS A HIGH GROWTH EQUITY MARKET Market s founding date 30 th August 2007 Capital raised on NewConnect (EUR mln) Initial offerings value * c.a. 416 EUR (m) 350 Secondary offerings value * Market capitalization * Number of companies of foreign companies Number of new listings in 2014 Number of Authorized Advisers Number of Market Animators c.a. 465 EUR (m) 2.38 EUR (bn) H 2014 Note: as of 4 th September 2014 Number of companies as of IPO SPO Market cap (EUR m.*, LHS) New listings (RHS) H Note: EUR/PLN = 4.19

7 NEWCONNECT AS A HIGH GROWTH EQUITY PLATFORM FOR INVESTORS An attractive market for investors Efficient access to dynamically growing companies from Poland and the CEE region Lower trading fees compared to Main Market Execution benefits from the stock exchange-organized market, including security of trading NewConnect LEAD leaders among NewConnect issuers The main purpose of launching the NC Lead segment was to indicate the biggest issuers and their most liquid shares, which are most likely to fulfill the WSE Main Market criteria. The NC Lead segment has the following requirements: quantitative: as capitalization, liquidity, time of functioning as a public company, qualitative: referring to corporate governance application and appropriate performance of information requirements. Breakdown by industry* Investors structure in * Retail Support services Investment services IT Construction Technology Financial services Media Real estate Health care Travel&Leasure e-trade Eco-energy Recycling Telecomunication 100% 90% 80% 70% 60% 50% 40% 30% 20% 10% 0% 3% 2% 2% 2% 3% 7% 6% 10% 62% 77% 66% 92% 92% 89% 87% 73% 27% 32% 20% 17% 5% 6% 9% 11% institutional individual foreign * as of September 2014 Source: WSE study Data: as of June 2014

8 COMPARISON TO OTHER ALTERNATIVE MARKETS Market Capitalization (EUR m) Total number of transactions Warsaw Stock Exchange Oslo Børs NYSE Euronext NASDAQ OMX Nordics & Baltics Luxembourg Stock Exchange 541 Irish Stock Exchange Deutsche Börse Cyprus Stock Exchange 41 Number of companies listed 438 CEESEG - Vienna CEESEG - Budapest Bratislava Stock Exchange Borsa Istanbul BME (Spanish Exchanges) Athens Exchange 497 Data: as of June 2014

9 ENTRY INTO NEWCONNECT the status of a joint-stock company nominal value of a single share - minimum 0,10 PLN (~0,024 EUR) unlimited transferablility of shares the company has not been declared insolvent nor is in the process of undergoing liquidation proceedings cooperation with an Authorized Adviser and Market Animator preparation of an Information Document and an audited annual financial report issuer s equity worth of at least 500k PLN (~120k EUR) issuer s expectations vs. investors expectations 438 issuers on the NewConnect are competing for capital many other enterprises interested in debut on the NewConenct Will our equity story convince investors and win out over its competing projects in the marketplace? Does the offered share value keep up with dynamic changes in market share prices? opportunity to raise capital at a lower cost increased reliability to banks and customers prestige and reputation of public company the market valuation of shares low costs of market debut and trading excellent exposure to investors and clients FORMAL REQUIREMENTS MARKET ASPECTS ADVANTAGES

10 TYPES OF LISTINGS AVAILABLE ON NEWCONNECT PRIVATE PLACEMENT a private offering targeted at maximum of 99 entities or individuals. Regardless of the size of the issue, admission to trading is based on a brief informational document approved by an Authorized Adviser by the Warsaw Stock Exchange PUBLIC SHARE ISSUE this path involves the same admission procedures as those applicable on the regular market, in particular approval of the stock offering including the prospectus by the competent authority

11 CORPORATE GOVERNANCE CORPORATE GOVERNANCE OF WSE Corporate governance rules concern broadly understood corporate governance practices. The Best Practices include 4 sections: Recommendations for Best Practices of Listed Companies; Best Practices of Management Boards of Listed Companies; Best Practices of Supervisory Board Members; Best Practices of Shareholders. The Best Practices of WSE listed companies aim at: enhanced transparency of listed companies, improved quality of communication between companies and investors, strengthened protection of shareholders rights, including those not regulated by legislation, while refraining from imposing a burden on listed companies unbalanced by benefits resulting from market needs. - is the official website of WSE devoted to the corporate governance of listed companies. provides information on the implementation of The Best Practices of WSE Listed Companies and current corporate governance initiatives of the WSE and its EduPartners. is a platform of communication between the WSE and companies. all WSE listed companies and other interested parties are encouraged to send questions and suggestions about the content of this website.

12 DISCLOSURE REQUIREMENTS AND BEST PRACTICES Disclosure requirements Accounting Standards Best Practices More liberal requirements than in the regulated market Supported by the Authorized Adviser Current reports (price-sensitive information) Periodic reports quarterly annual (audited) National accounting standards applicable to the place of the issuer s registered office or (under some circumstances) Internationally recognized Based on comply or explain formula: Information transparency affecting the valuation of the company Up-to-date corporate website as an element of information policy Annual report with remuneration of members of the company s boards and the Authorized Adviser Monthly reports

13 THE NEWCONNECT AUTHORISED ADVISER WHO IS AN AUTHORIZED ADVISER? An investment firm or other entity providing business-related services, entered on the WSE s list of NewConnect Authorized Advisers WHAT ARE THE ADVISER S DUTIES? Choosing a company of suitable quality (company verification) Helping draw up an information document Monitoring the progress of work on the information document and approving it For at least three years from the debut: working with the issuer in relation to meeting its disclosure requirements on the NewConnect market advising the issuer in relating to the functioning of an issuer on the NewConnect market WHAT SHOULD A CHOICE OF ADVISER BE BASED ON? The Adviser s experience in NewConnect to date The sector in which the companies handled by the Adviser operate The Adviser s costs (information contained in companies Information Documents) Possibility of combining the duties of Adviser with legal advice on transforming the firm into a company with SA status WHO PAYS FOR THE ADVISER? The costs of the Adviser are paid by the company

14 BENEFITS FROM LISTING ON NEWCONNECT Access to inexpensive capital on average, companies on NewConnect raised 842k EUR annually with an average cost of capital equal to 4,89% Limited formal requirements regarding the initial public offering guarantees relatively low cost of capital competetive to other capital sources The prestige of a public company, listed on the exchange-regulated market and an opportunity to transfer the stock into the Main List on Warsaw Stock Exchange (32 companies transferred in the last 7 years) Increased exposure to foreign investors due to the steady increasing attractiveness of Polish SMEs

15 CONTACT Warsaw Stock Exchange ul. Książęca 4, Warsaw, Poland tel Disclaimer This presentation has been prepared by Giełda Papierów Wartościowych w Warszawie S.A. (the Company or WSE ) solely for use by its shareholders, clients or analysts and should not be treated as a part of any invitation or offer to sell any securities, invest or deal in or a solicitation of an offer to purchase any securities or recommendation to conclude any transaction, in particular with respect to securities of WSE. The information contained in this document has been compiled in good faith by the Company, however all users of this presentation should take note that some of the data are based or provided to WSE by external sources and has not been independently verified. WSE does not make any representation as to accuracy, fairness, correctness or completeness of the information or the opinions contained herein. WSE shall not be liable for the consequences of any decision made based on information included in this presentation. WSE hereby informs persons viewing this presentation that the only source of reliable data describing WSE financial results and events are current or periodic reports issued by WSE in satisfaction of its disclosure obligations under Polish law.