swiss ipo day · euronext, leader in funds raised by tech smes number #1 stock exchange in...
TRANSCRIPT
3RD SWISS IPO DAY
Technopark, Zurich
13 November 2018
Source : 2
AIMING FOR THE SKY
Source: cbinsights.com, Aug. 2018
$1B+ Valuation:
260 Unicorns globally
US: 47% of global unicorns
EU: 8% of global unicorns
1-2 Swissies
Source :
TECH GROWTH MAP OF THE WORLD Shall we learn from the Americans, or do we have our own way?
3
Source :
THE AMERICAN VS. EUROPEAN “WAY OF GROWTH” Highly simplified, but has some truth to it…
4 Source: Personal subjective opinion of Søren Bjønness, *; Cumulative valuation among all tech firms founded since 2000, gz.com
United States European
Aggressive Careful
Exponential Step-by-step
Throw money/people at opportunity As little as necessary
Market pull Technology push
Sell it first Product driven
«Just Do It!» «It has to be perfect!»
Risk is name of game Comfort zone
Failure is celebrated To be avoided at all cost
One big uniform market Fragmented markets
«What-is-abroad?» «Going-abroad-from-day-1»
Entrepreneurial mentoring culture Ecosystem still in its infancy
USD 1,370 billion* (48%) USD 240 billion* (17%)
Strength: Marketing Strength: Industrialization
Abundant financing Resource constrained
Hunger – get rich! Self-satisfied – rich is not desirable
Source :
IT’S YOUR CHOICE How far do you take the growth?
5 Source: ABB = Accelerated Book-Building, quick capital increase over the capital markets by a (consortium) of investment banks
Exit
VC round
Bank credit
Seed
VC round
Bonds
IPO
VC round
Seed
VC round
ABB
ABB
ABB
Factoring Leasing
Convertible Add-on acquisition
Public take-over bid?
License deals
Current account Money markets
Source :
SCALE-UP: THE MAIN INGREDIENTS Growth triangle
6
Industrialization
(being able to produce, deliver and
service to demand)
Scale-up
(Roll-out Marketing & Sales,
distribution, after-sales, etc.)
Financing
(financial resources for expansion)
Smart
Smooth
Success breeds success
Dimensions need to go «hand-in-hand» There will always be «hick-ups»
Source : 7
The right TIME? The right SIZE?
Tech startup
SME
Small cap
Early stage Unicorn
Fast growing
DO YOU HAVE WHAT IT TAKES? – THE ETERNAL QUESTION
Source :
LIFE SCIENCES: TYPICAL IPO PARAMETERS AT EURONEXT Average values
8 Source: IGEAhub, 2017
An IPO can be a spring board for your company’s development,
but you have to use it well (it’s not a free ride)
Biotech
3 9
145
6 0
Market c a p at I P O
( € m )
F u n d s raised
at I P O
( € m )
S a l es
at I P O
( € m )
3 Y sales
g rowt h prior
t o I P O
# of e m p l o y e e s
at I P O
1% 11
Medtech
2 9
9 3
4 2
Market c a p at I P O
( € m )
F u n d s raised
at I P O
( € m )
S a l es
at I P O
( € m )
3 Y sales
g rowt h prior
t o I P O
# of e m p l o y e e s
at I P O
3 4 %
6
The profiles illustrate sector and typology analyses of some of the companies that launched IPOs on Euronext markets between 2013-2018. They represent an average profile based on financial indicators at the time of listing.
9
A UNIQUE VALUE PROPOSITION FOR ISSUERS AND INVESTORS
THE LEADING PAN-EUROPEAN STOCK EXCHANGE IN EUROPE
1,252 companies listed on Euronext markets
€3,900 billion market capitalisation
A European team present in 10 countries
>5,000 active institutional investors
#1 Exchange for SMEs
with 950+ SMEs listed
#1 Exchange for Tech companies
with 350+ Tech companies listed
Source: Euronext, September 30th, 2018
19.9
9.4
5.3
4.3 3.9 3.8 3.8
3.0
2.0 1.9 1.9 1.9 1.5 1.3 1.3
NYSE Nasdaq -US
JapanExchangeGroup Inc.
ShanghaiStock
Exchange
Euronext* HongKong
Exchangesand
Clearing
LSE Group ShenzhenStock
Exchange
TMXGroup
DeutscheBoerse AG
BSE IndiaLimited
NationalStock
Exchangeof IndiaLimited
KoreaExchange
SIX SwissExchange
NasdaqNordic
Exchanges
Domestic market capitalization (in € trillion)
EURONEXT #1 STOCK EXCHANGE IN EUROPE AND #5 WORLDWIDE
10
Euronext is the top stock exchange in Europe and #5 in the world in terms of domestic market capitalisation of listed companies
5% of worldwide market cap
Source: the World Federation of Exchanges, Monthly Report, as of May 31th, 2018 Spot rate at of May 31th, 2018 was applied to original data in dollars
11 Source: Euronext, September 30th, 2018 * This figure takes into account IPOs and follow-ons only / corporate bonds are excluded.
EURONEXT: THE LISTING VENUE FOR TECH SMES
€47m Amount raised on average
at IPO by Tech SMEs since 2015
352 Listed Tech SMEs operating
in TMT, Cleantech and Life Science
€67bn Aggregated market
capitalization
80 Tech SMEs listings since January 2015
€13bn Raised by Tech SMEs since January 2015*
1,000+ Institutional investors
on the Tech sector
A dynamic activity in the Tech sector
12 Source: Euronext, September 30th, 2018
EURONEXT MAIN TECH FLAGSHIPS
2018
€849m raised
€7bn market cap
Netherlands
Fintech
Some European unicorns decided to list on Euronext markets
2017
€426m raised
€1bn market cap
Germany
Microelectronics
2016
€378m raised
€993m market cap
Netherlands
Foodtech
2014
€639m raised
€2.2bn market cap
France
Payment
2015
€226m raised
€660m market cap
France
E-commerce
European fast growing Tech unicorns from various sectors went public to raise large amounts
Selecting Euronext as listing venue to access more liquidity and reinforce visibility
Mid Caps 23%
Small Caps 37%
Euronext Growth
36%
ESM 2%
Large Caps 2%
112
61
86
31 24
17
7 14
[0-25] [25-50] [50-150] [150-250] [250-500] [500-750] [750-1000] >1000
Main Markets
GrowthMarkets
13 Source: Euronext, September 30th, 2018 Large Caps: market cap > €1bn / Mid Caps: market cap between €150m and €1bn / Small Caps: market cap < €150m Excluding companies from Euronext Access
Breakdown of the Tech franchise per market segment
EURONEXT & THE TECH SECTOR The leading Tech franchise in Europe
Number of issuers per market capitalisation range
LARGE CAPS 14
MID CAPS 79
SMALL CAPS 259
352 listed Tech companies on Euronext markets
• Euronext offers listed SMEs :
• Access to capital at an early stage of development with funds raised usually between €10m and €400m
• Very dynamic IPO market for Tech SMEs : 80 IPOs on Euronext markets since January 2015
• High amounts raised by tech SMEs during their IPO since 2015 with €47m raised on average
TECHSHARE PROGRAMME
15
TECHSHARE IS A PAN-EUROPEAN PROGRAMME An initiative launched in 2015 with a successful track record
TechShare program
TechShare is a unique pan-European program designed to familiarize non-listed companies with capital markets. It helps leaders of Tech companies to better understand the role of financial markets and how they can finance their growth.
• 145 companies followed the program since 2015
• 4 alumni from TechShare made an IPO in 2017-2018
Euronext’s educational program to familiarize innovative businesses with capital markets
Launched in 2015, TechShare is a unique pan-European program that helps to familiarize innovative businesses with capital markets and give them all the information they need to reach the next stage of their growth.
Selected for their innovation capacity and impressive performance, participants are businesses active in digital technology, hardware and electronics, robotics, life sciences and cleantech that might consider listing in the three years ahead.
The upcoming class of 2018-2019 will welcome companies from 4 new countries: Germany, Switzerland, Spain and Italy.
5 10 16 14 15
22
32 39
5
11
14 18
5
4
6 9
23
11
9
12
2015-2016 2016-2017 2017-2018 2018-2019
Switzerland
Spain
Italy
Germany
Portugal
Netherlands
France
Belgium
30
47
68
135
SUPPORTED WITH EXPERTS FROM THE FINANCIAL INDUSTRY More than 80 partners coming from 8 countries
16
THE 2018-2019 COHORT IN A NUTSHELL Key figures for the TechShare promotion globally
17 *Average excluding Life Sciences companies
• 135 participating companies
• 9 domestic programs
• €14m average turnover*
• €17m average amount raised
• 83 average number of employees
Belgium France Netherlands Portugal Germany Switzerland Spain Italy
2017-2018 edition 2018-2019 edition
Participants 68 135
Expert partners 45 83
Selection partners 6 20 The best Tech flagships of the program
The most represented Tech sectors of the programme
25
23
19
13 12
10
8
6
Biotech Software Medtech Electronics& Hardware
Cleantech DigitalServices
Fintech E-Commerce
18
An harmonized training structure for all countries
THE 3 PILARS OF THE PROGRAMME
Academic campuses:
Twice a year in September and in March respectively, seminars are organized with leading Academic Partners and aims at
gathering all stakeholders (partners, companies, Euronext staff) in order to create a class spirit. All top executives work on
strategic topics with professors and experts;
Evening sessions:
Interactive workshops will be held every month by a different Evening Session Partner to familiarize business leaders with capital
markets. The core topics notably include: why to get listed, main steps to the IPO, valuation strategy, financial communications
and listing admission process. These events are hosted by the partners and followed by a networking cocktail;
Individual coaching:
Participants receive individual training sessions in four areas by dedicated professionals: Investment Banking, Audit & Accounting,
Law, and Communication/Investor Relations. Those one-to-one coaching sessions are a unique opportunity for participants to be
provided with customized advisory on their business and growth strategy.
1
2
3
JOIN OUR PAN-EUROPEAN TECHSHARE COMMUNITY European kick-off campus with all participants and partners
19
THANK YOU! Special gratitude goes to IPO Day’s organizers and hosts
20
Jean-Pierre Vuilleumier Daniel Bermejo Carrasco
DEEP DIVE
Biotech 18.9
Medtech 4.8
Cleantech 5.6
Digital Services
7.6
Electronics & Hardware
12.4
IT Consulting
7.1
Software 5.4
Telecom, Media & Entertainment
4.9
Amsterdam 24
Brussels 28
Paris 281
Dublin 8
Lisbon 11
Biotech 53
Medtech 35
Cleantech 46
Digital Services
40
Electronics & Hardware
58
IT Consulting
28
Software 43
Telecom, Media & Entertainment
49
22 Source: Euronext, September 30th, 2018
EURONEXT & THE TECH SECTOR A strong Tech franchise on Euronext markets
352 Tech SMEs €67bn aggregated market capitalization 281 Tech SMEs in Paris
of which 176 from the TMT sector
Life Sciences 88
TMT 218
Life Sciences 23.7
TMT 37.4
Euronext Tech SMEs Sectorial distribution / Mkt. Capitalisation (€bn)
Euronext Tech SMEs Sectorial distribution / Number of issuers
Euronext Tech SMEs Split by market place / Number of issuers
23 Source: Euronext, September 30th, 2018
EURONEXT & THE TECH SECTOR Growing number of Tech SMEs using capital markets
17 Tech SME listings in 2018 €460m raised in 2018 €1,449m of total IPO market cap in 2018
Euronext – Market cap of Tech SMEs at IPO (€m) Euronext – Funds raised by Tech SMEs at IPO (€m) Euronext – Number of Tech SME listings
29
32
16 15
17
2014 2015 2016 2017 2018 YTD
611
1,166
959
1,107
460
2014 2015 2016 2017 2018 YTD
2,592
4,753
2,471 2,564
1,449
2014 2015 2016 2017 2018 YTD
2.1 1.7
New listings Secondary offerings
24 Sources: Euronext & Dealogic for the period January 1st, 2013 to September 30th, 2018 *For the purpose of this comparison, we only considered Euronext, Nasdaq Nordic, Deutsche Börse and Borsa Italiana, as well as companies with a maximum market cap of €2bn for TMT companies, €2.5bn for Life Sciences companies and €1.5bn for Cleantech companies.
EURONEXT, LEADER IN FUNDS RAISED BY TECH SMES Number #1 stock exchange in Continental Europe
IPO market share (# of operations) since 2013*
TMT Life Sciences Cleantech
Equity funding market share (new listings and secondary offerings) since 2013*
Money raised on Euronext (€ billions) since 2013
1.4
4.6
New listings Secondary offerings
1 0.5
New listings Secondary offerings
Euronext 30%
Deutsche Börse 12% Nasdaq Nordic
41%
Borsa Italiana 17%
Euronext 58%
Deutsche Börse 2%
Nasdaq Nordic 38%
Borsa Italiana 1%
Euronext 54%
Deutsche Börse 8%
Nasdaq Nordic 22%
Borsa Italiana 16%
Euronext 35%
Deutsche Börse 29%
Nasdaq Nordic 28%
Borsa Italiana 8%
Euronext 49%
Deutsche Börse 37%
Nasdaq Nordic 12%
Borsa Italiana 2%
Euronext 46%
Deutsche Börse 9%
Nasdaq Nordic 43%
Borsa Italiana 2%
25
FINANCING DIFFERENT GROWTH PROFILES OF TECH COMPANIES VIA AN IPO
September 2016
€378m raised
€993m m. cap
Amsterdam
TMT
July 2018
€38m raised
€190m m. cap. Paris
TMT
May 2016
€118m raised
€357m m. cap
Amsterdam
Cleantech
October 2015
€226m raised
€640m m. cap
Paris
TMT
June 2018
€38m raised
€118m m. cap
Paris
TMT
April 2018
€12m raised
€49m m. cap
Paris
TMT
March 2018
€40m raised
€191m m. cap
Brussels
Life Sciences
April 2016
€33m raised €191m m. cap
Paris Life Sciences
Midcaps >€150m market cap
Next stage unicorns
>€500m market cap
Fast growing small caps
<€150m market cap
May 2017 €58m raised
€232m m. cap. Paris TMT
June 2017
€46m raised €109m m. cap.
Paris TMT
June 2018 €44m raised
€95m m. cap. Paris TMT
April 2017
€426m raised
€1bn m. cap
Paris
TMT
December 2017
€27m raised
€112m m. cap. Paris
Life Sciences
June 2018 €849m raised €7bn m. cap Amsterdam
TMT
October 2017 €550m raised
€667m m. cap. Dublin TMT
Recent transactions from small caps to unicorns
Source: Euronext, September 30th, 2018
26 Source: Bloomberg, July 15th, 2018 According to the last declared positions (Excluded VC and PE)
EURONEXT & INSTITUTIONAL INVESTORS – TECH COMPANIES
1,087 institutional investors from 40 countries, especially from the United States, the United Kingdom and France
Euronext – Top 20 identified institutional investors
Répartition géographique
Répartition par style de gestion
Rank Institution Value (€M) Country Dominant Style
# 1 FMR LLC 1 480 United States 47
# 2 BPIFRANCE PARTICIPATIONS 849 France 24
# 3 DIMENSIONAL FUND ADVISORS LP 799 United States 384
# 4 NORGES BANK 725 Norway 72
# 5 NORGES BANK INVESTMENT MANAGEMENT 677 Norway 72
# 6 SYCOMORE ASSET MANAGEMENT 677 France 139
# 7 FEDERATED INVESTORS INC 485 United States 4
# 8 VANGUARD GROUP 452 United States 41
# 9 CAPITAL GROUP COMPANIES INC 422 United States 7
# 10 BLACKROCK 404 United States 39
# 11 KEREN FINANCE 403 France 122
# 12 CAPFI DELEN ASSET MANAGEMENT SA 388 Belgium 69
# 13 INVESCO LTD 374 United States 34
# 14 BNP PARIBAS 344 France 49
# 15 BFT INVESTMENT MANAGERS SA 310 France 28
# 16 JPMORGAN CHASE & CO 300 United States 33
# 17 FIDELITY MANAGEMENT & RESEARCH 297 United States 48
# 18 OPPENHEIMER FUNDS INC 284 United States 17
# 19 AMUNDI ASSET MANAGEMENT 272 France 73
# 20 BNP PARIBAS INVESTMENT PARTNERS 265 Luxembourg 141
Top 20 of identified institutional investors 10 206
Total 28 092
United States 32%
France 24%
United Kingdom
13%
Luxembourg 7%
Norway 5%
Others 19%
Active 81%
Mixed 13%
Passive 6%
Geographic Origin (in value held)
Types of investment styles (in value held)
27 Source: Euronext, September 30th, 2018
TECH 40 LABEL – THE 2018 PROMOTION
• Companies within the Tech 40 label are young technology stocks listed on Euronext markets and operating in Life Sciences, Cleantech or TMT.
• All Tech 40 companies will enjoy one year of promotion and dedicated assistance:
• Inclusion in the exclusive Tech 40 index
• Events and roadshows
• The composition of this label is reviewed every year.
• https://tech.euronext.com/en/enternext-services/tech-40-label
Tech 40 Label
TECH 40: 75 COMPANIES SELECTED SINCE 2015 WITH AN IMPRESSIVE TRACK RECORD Tech 40 Label: a dynamic and performing selection of innovative SMEs gathering visibility and appeal among investors
75 innovative Tech SMEs have been selected for the Tech 40 Label since its creation in 2015…
28 Source: Euronext, June 30th, 2018 * CAC40, AEX, BEL20, PSI20, CAC Mid, AMX, Bel Mid, CAC Small, ASCX, Bel Small
… who have gained visibility and appeal to investors …
• A broader coverage from analysts:
• €2bn capital increases by Tech 40 companies demonstrating their appeal:
Tech 40 Promo 2017 Euronext SMEs (B / C / Growth)
Average number of analysts 3.28 1.52
452
762 716
62
2015 2016 2017 Q1 2018
Money Raised though FO by Tech 40 companies (€M)
… thanks to the positive market indicators
• A solid 27% performance of the Tech 40 since May 2015:
• A high level of liquidity:
- 57% of SMEs have experienced a liquidity increase in the 6 months following their selection into the Tech 40
- Higher ADTV than SMEs on average:
• The Tech40 Index 30-day volatility is the lowest among main Euronext indices:*: 9% vs. 21% on average
ADTV (€k) Tech 40 Promo 3
Euronext SMEs (B / C / Growth)
Median 330.95 46.18
Average 996.11 281.83
Performance Tech 40
ENX Large Cap indices
(CAC40, AEX, BEL20, PSI20) ENX Mid Cap indices (CAC Mid, AMX, Bel Mid)
Average performance 27% 4% 16%
29 Source: Euronext, September 30th, 2018
LIQUIDITY : COMPARTMENT BREAKDOWN Traded volumes on Euronext per market location
Euronext Amsterdam Euronext Brussels Euronext Dublin
Euronext Lisbon Euronext Paris
67 77 74 67 86
71 73 89
110
107 108
95 99 91 82 94 99
116 104
116
125
120
1075
1235 1179
1065
1372
1130 1169
1431
1761 1719
1726
1521 1581
1449 1313
1497 1591
1854 1656
1858 1993
1927
0
500
1000
1500
2000
2500
0,0
20,0
40,0
60,0
80,0
100,0
120,0
140,0
Volumes in €bn ADTV* in €m
23 24 19 19
23 21 21 27
31 33 35 31
34 31 24
30 26 29
25 28
34 32
367 380
311 297
363
329 331
424 499
528 560
499 549
503
390
487
418 457
396
455
546 513
0
100
200
300
400
500
600
0,0
5,0
10,0
15,0
20,0
25,0
30,0
35,0
40,0
Volumes in €bn ADTV* in €m
7 7 6 7
8 6
8 6
11 9 9 10
12 10 10 9 9
15
11 12 12 13 107
118
93 110
131
102
131 103
175 151
144 155
189 167
158 140
148
242
173 190
192 208
0
50
100
150
200
250
300
0,0
2,0
4,0
6,0
8,0
10,0
12,0
14,0
16,0
Volumes in €bn ADTV* in €m
7 7 6 8
10 10 10
7 8 7
6 7 7 6
4 4 6 6
5 6 6 7
113 105
101
123
168 161
156
116 127
112
92 104
108
89
72 70
90 101
81 95
102 107
0
20
40
60
80
100
120
140
160
180
0,0
2,0
4,0
6,0
8,0
10,0
12,0
Volumes in €bn ADTV* in €m
202
211
198 210
251 236
225
274
321 321
314
279
295 259
212 247
250 293
249 262
304
293
3237
3373
3166 3358
4021 3775
3607
4383
5140 5129
5028 4459
4714
4141
3393 3948
4003
4690
3985 4189
4858 4694
0
1000
2000
3000
4000
5000
6000
0,0
50,0
100,0
150,0
200,0
250,0
300,0
350,0
Volumes in €bn ADTV* in €m
30 Source: Euronext, September 30th, 2018
LIQUIDITY : COMPARTMENT BREAKDOWN Traded volumes on Euronext’s Main and Junior Markets
Main Markets – Large Caps Main Markets – SMEs Growth Markets
1
0 0
1
3
1 1
1
2 1
1
1
1
1 1 1
1
1 1
1 2
1
1
8
5 6
19
43
12 9
20
25 24
19
24
16
12 10
13
22
17
14
24
27
17
13
0
5
10
15
20
25
30
35
40
45
50
0,0
0,5
1,0
1,5
2,0
2,5
3,0
Volumes in €bn ADTV* in €m
289 311
289 290
350 324 318
385
453 451 449
399 424
376
314
365 368
429
370 396
451 440
399
4627 4978
4616
4646
5606
5187
5081
6156
7243
7224 7183
6387 6780
6023
5024
5838 5888
6869
5923
6336
7222 7045
6389
0
1000
2000
3000
4000
5000
6000
7000
8000
0,0
50,0
100,0
150,0
200,0
250,0
300,0
350,0
400,0
450,0
500,0
Volumes in €bn ADTV* in €m
10
7
8
11
17
12 11 11
16 15
13
11 10 9
8 9
12
14
11
15 16
11
9
156
110
133
178
275
196
174 179
259
240
203
173
154 147
133
150
191 217
181
238 249
180
148
0
50
100
150
200
250
300
0,0
2,0
4,0
6,0
8,0
10,0
12,0
14,0
16,0
18,0
20,0
Volumes in €bn ADTV* in €m
31 Sources: Euronext, IPREO & Bloomberg Liquidity calculated as the ratio of average annual traded value over average annual market cap per issuer in the sample; For Euronext, Deutsche Börse, Six, AIM Italia and MAB, only SME's (defined as companies with a valuation below €1bn at IPO) with IPO between 2014 and 2016 have been considered;
Year 0 is the IPO year
HIGHER LIQUIDITY ON EURONEXT THAN OTHER EUROPEAN STOCK EXCHANGES
Liquidity of Euronext
23%
46% 44%
Y0 Y1 Y2
15% 23%
28%
Y0 Y1 Y2
15% 11% 12%
Y0 Y1 Y2
16%
28%
45%
Y0 Y1 Y2
9% 7%
18%
Y0 Y1 Y2
Average liquidity on the 4 other European stock exchanges
15%
21%
28%
Y0 Y1 Y2
Average liquidity1) for SMEs per stock exchange2),3) [%] as of the year following the IPO
CASE STUDIES
33
SECTOR Alternative Electricity
LISTING DATE 17 October 2018
LISTING VENUE Paris
IPO MARKET CAP €1.4bn
DEAL SIZE €628.2m
PRICE RANGE €16-19
PRICE €16.50
SUBSCRIPTION RATE 214%
ALLOCATION RATE Retailers: 10%; Institutional Investors: 90% 1% France, 99% International
LOCK UP Management : 12 Months; Company and selling shareholders : 6 Months
PE FUNDS Omnes Capital and Bpifrance
USE OF PROCEEDS Finance the Group’s expansion and development strategy COMMITMENTS TO SUBSCRIBE
Impala : €169m, Omnes Capital : € 17m, FSF : €106m, Celeste Management : €46m
OWNERSHIP
2015 2016 2017
Revenues(k€) 56,700 81,300 139,300 Growth YoY - +43% +71%
Operating Income (k€) 16,200 32,200 53,700 Margin 28.6% 39.6% 38.5%
Net Income (k€) 1,400 1,100 7,400
Margin 2.5% 1.4% 5.3%
FINANCIAL RESULTS
54%
23%
14%
9%
Impala
Omnes Capital
Bpifrance
Employees
Fonds Stratégique dePartecipations
Free float
51%
5% 7%
5%
8%
24%
POST IPO PRE IPO
Global Coordinator Joint Bookrunners Equity Advisor
An active player in the energy transition and the fight against climate change, Neoen is an independent producer of renewable energy that has expanded rapidly in France and on international markets in Europe, Australia, North and South America, and Africa. Founded in 2008, the company develops, owns and operates land-based solar parks and wind farms. In September 2018, Neoen obtained an ESG score of 61 out of 100 and corporate rating of A1 (highest possible rating) as part of an ESG due diligence conducted by Vigeo.
DEAL SUMMARY
The offering was well received by a broad range of French and international investors and was amply subscribed despite highly volatile market conditions resulting in a high quality shareholder base.
Foundation year 2008 CEO Xavier BARBARO
CASE STUDY – NEOEN (2018)
Source: Euronext
34 Source: Euronext
CASE STUDY – ADYEN (2018)
• Adyen is a global payment company that allows businesses to accept e-commerce, mobile, and point-of-sale payments.
Company description
Offering highlights
IPO Euronext
Amsterdam Amount raised
€850m Market Cap.
€7,067m
2018
SHARE PLACEMENT
DEAL HIGHLIGHTS Company ADYEN BV
Selling shareholder Directors of Co.
Deal type Initial Public Offering
Price range EUR 220 - 240
Offer price EUR 240
# No. shares offered 8.5m (all secondary)
Deal size EUR 849.1m (excluding greenshoe)
Market cap @ IPO EUR 7,067m
Free float 12.0% (13.4% with full exercise of greenshoe)
Leading advisors Morgan Stanley & JP Morgan
Book runners ABN AMRO Bank N.V., Merril Lynch & Citigroup
Listing date 13/06/2018
Deal terms
• Demand for the company’s shares was clear with the deal being priced at the upper range of the deal at €240 per share.
• The relatively small amount of shares offered during the IPO (12%) for such a hot IPO resulted in a price increase of 89% on the first day of trading.
• Shares were initially targeted towards a handful of specific long term institutional investors who had tracked the deal over an extended period of time. This was extended to roughly 50 institutional investors being considered in the book.
• Strengthening a corporate partnership with 5% of the deal offered to the global internet giant EBAY.com.
• Valuation at IPO represented a multiple of 28.3x EV/Sales ‘17 and 62.1x EV/EBITDA ’17, a significant premium to its broader sector peers.
Selling shareholders
Pre-IPO
10%
10%
10%
35%
35%
Post-IPO
0
10
20
30
40
50
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70
€ 230
€ 280
€ 330
€ 380
€ 430
€ 480
13/06/201809:08
13/06/201811:13
13/06/201813:13
13/06/201815:13
13/06/201817:13
14/06/201810:41
14/06/201812:59
Volume Last Price Offering Price
15%
14%
10% 3% 5% 5% 5% 5% 1%
5% 2%
18%
12% 17%
15%
11% 6% 6% 5%
5% 5% 2% 7% 2%
19%
35 Source: Euronext
Acacia Pharma is a UK-based company specialised in the pharmaceutical industry. The pharmaceutical group focuses on the development and commercialisation of new nausea and vomiting treatments for surgical and cancer patients.
Its pipeline includes BAREMIS, an intravenous formulation of amisulpride, which is a selective dopamine antagonist that has completed phase 3 clinical development for the prophylaxis and treatment of Postoperative nausea and vomiting (PONV), and it is being developed as an intravenous injection for cancer patients to be administered immediately before chemotherapy to prevent acute chemotherapy-induced nausea & vomiting (CINV). The group says it targets a potential market of some 16 million patients annually in the US with BAREMSIS, its first product treating post-operative nausea, expected to be launched in 2019.
“We want to make the transition from a late-stage clinical development company into a specialty pharma organisation and that requires a significant amount of capital.” (Julian Gilbert, CEO Acacia Pharma).
Acacia Pharma is mainly focused on the US market and is backed by investors from Europe, the UK, and the US. Euronext’s strong international investor base for Life Science, with 450+ active investors from which 35% are from the US, quickly became the first venue of choice for Acacia Pharma. Euronext has become a prime location for European Pharma and Biotech companies looking to go public, with a Life Science franchise counting now 90 companies.
Deal Summary
Industry group: Pharmaceuticals
Pricing date: March 5th, 2018
Listing place: Euronext Brussels, Comp. B
Number of shares allocated:
11.1 million shares
Price range: €3.60 - €4.60
Price: €3.60
Capital raised: €40.0 million
Total shares (post-offer): 12.2 million shares
Market cap at offer: €190.5 million
Free float: 25%
Advisors: Degroof Petercam, RBC
CASE STUDY – ACACIA PHARMA (2018)
36 Source: Euronext
Deal Structure
Start of trading: March 29th, 2017
IPO proceeds: €426,4m of which: • Capital increase : €250m • Sell-down: €150m (TDK-Micronas GmbH and Sarawak
Technology Holdings Sdn. Bhd.) • Over-allotment : €26,4m
Market capitalization at IPO: €1 046m
Free float at IPO: 38% (€397m)
Lock-up: 360 days (management) and 3 years for the company main shareholder Xtrion
IPO was oversubscribed at a rate of 156%, allocated at 98% to institutional investors
X-Fab is the biggest IPO of 2017 in terms of capital raised, and the biggest Tech IPO on Euronext over the last 3 years.
X-Fab specializes in the design and manufacturing of analog and mixed-signal integrated circuits. The group develops micro-electro-mechanical systems (MEMS) and silicon carbide circuits designed for automotive, industrial and medical applications.
Price & turnover
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m)
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CASE STUDY – X-FAB (2017)
37 Source: Euronext
Start of trading: May 11th, 2017
IPO proceeds: €58.3m (overallotment option fully exercised)
No sell down
IPO Price: €4.80 (initial range €3.80 - €4.80)
Market capitalization at IPO: €231.5m
IPO was oversubscribed (+582%), with 85% allocated to institutional investors
Price & turnover
Deal Structure
Prodways manufactures and sells 3D printers in Europe. It offers plastic laser sintering, plastic industrial high resolution, and industrial ceramic 3D printers.
Prodways is a subsidiary of Groupe Gorgé. Around 60% of the fund raised will be used to finance acquisition, 25% to boost its R&D budget and 15% to finance the growth of its activity.
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28
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CASE STUDY – PRODWAYS (2017)
38 Source: Euronext
Start of trading: June 9th, 2017
Listing location: Euronext Paris, Compartment C
IPO proceeds: €39.8m (€45,8m if the over-allotment option is fully exercised)
Market capitalization at IPO: €109m
Offer price set at the top of the range at €4.11 per share
IPO was oversubscribed (+670%), with 91% allocated to institutional investors
No sell down
Historical shareholders (Seventure, bpifrance, 360 Capital Partners) and new entrants (Hyster-Yale and Financière Arbevel)
Price & turnover
Deal Structure
Balyo is a technology leader in industrial robotics, it transforms standard forklift trucks into smart and autonomous material handling robots thanks to its proprietary technology.
Balyo made a €45m capital increase to accelerate its commercial development, maintain its technological leadership throughout R&D programs and make opportunistic acquisitions
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CASE STUDY – BALYO (2017)
39 Source: Euronext
Price & turnover
Theranexus is a biopharmaceutical company that develops drug candidates to be used in the treatment of central nervous system (CNS) disorders. Theranexus' unique, patented technology is aimed at increasing the efficacy of CNS drugs that have already been approved and are available on the market.
With this fundraising, Theranexus will actively pursue the deployment and enhancement of its platform and its portfolio of drug candidates.
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Start of trading: October 30th, 2017
Listing place: Euronext Growth – Paris
Raised at IPO: €20.4m
Issue price: €15.50
Market capitalization at IPO: €48.3m
Free float at IPO: 31%
Subscription: 1.2 x
Allocation: 13% for the retail offering, 87% for institutions
Lock-up: - Founders: 365 days - Historical Shareholders: 365 days - Theranexus: 180 days of abstention commitment
PRE-LISTING ADVISORY
Deal Structure
CASE STUDY – THERANEXUS (2017)
40 Source: Euronext
Deal Structure
Takeaway is a leading European online food delivery service active in the Netherlands, Germany, Belgium, Austria and Poland. In addition to its leading markets, the company also operates in France, Luxembourg, Portugal and Switzerland.
Across the different markets, Takeaway had 6.8 million active consumers and 29,000 restaurants listed on its platform at the end of 2015, and honored 33.7 million orders in 2015.
Price & turnover
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Turn
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Start of trading: September 30, 2016
IPO proceeds: €328m of which: • Capital increase : €175m • Sell-down: €203m (founders and historical PE shareholders,
including Macquarie Capital and Prime Ventures)
Market capitalization at IPO: €993m
Free float at IPO: 38% (337M€)
Lock-up: 360 days (management) and 180 days for the company and selling shareholders
Order book was oversubscribed within the price range on the first day of book-building and multiple times covered at the final offer price (over 100 institutional orders)
CASE STUDY – TAKEAWAY (2016)
41 Source: Euronext
Price & turnover
Deal Structure
Start of trading: October 29, 2015
IPO proceeds: €226m of which: • Capital increase : €50m • Sell-down: €176m (founders, Accel Partners)
Market capitalization at IPO: €660m
Free float at IPO: 35% (230m€)
Lock-up: 360 days (management) and 180 days for the company and selling shareholders
IPO was oversubscribed at a rate of 221%, allocated at 97% to institutional investors
Showroomprive.com is a French company that gives its 26 million members access to private flash sales of fashion items, household appliances, decorative objects, and vacation packages.
The purpose of the IPO was to support the company in its four strategic priorities: consolidate its base of members, reinforce brand partnerships, develop its international platform and launch more innovative products and services
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CASE STUDY – SHOWROOMPRIVE (2015)
32%
29%
15%
13%
4% 7%
France
Luxembourg
United Kingdom
United States
Ireland
Others
42 Source: Euronext
CASE STUDY – WORLDLINE (2015)
Worldline is the European market leader in e-payment and transaction services. Worldline employs more than 9,400 people worldwide with an annual turnover of €1.6 billion.
Worldline was a subsidiary of Atos (public since 2000) that listed on Euronext Paris in June 2014 and part of the SBF 120 Index.
Deal Terms
Start of trading: June 26th, 2014
Deal type: IPO on Euronext Paris Compartment A
Gross proceeds: €639m
Market capitalization at listing: €2.2bn
Share price: €16
Share performance 2014-2018: 212% increase
Listing advisors
Millions € 2015 2016 2017
Revenues 1,227.0 1,309.2 1,593.8
Profit 963.1 1,040.0 1,242.7
EBITDA 196.5 264.7 282.1
EBIT 142.2 204.0 177.4
Breakdown of value held by institutional investors and by country
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Pri
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Turn
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Price & turnover
Turnover peak 27/06/2014
Second trading day €58m were traded
1
Current price 09/07/2018
Share price 50€ Total increase +212% 2
6% 5% 4%
3% 3% 3% 3% 3%
70%
AXA Funds Management S.A.
Vanguard
Baring Fund Managers Ltd
BNP Paribas Asset ManagementFranceBNP Paribas Asset ManagementLuxembourgAXA Investment Managers Paris
BFT Investment Managers
Rouvier Associés
others (less than 2% ownership)
43 Source: Euronext
Deal History
Date of deal announcement: January 29th, 2018
M&A deal value: €3.9bn
Equity stake: acquisition of 100% by Sanofi
Share price: agreement on €45 per share
Share performance since IPO: +523%
Share performance since offer by Sanofi: +120%
Key financial metrics full year 2017:
Turnover: €55m
EV: €3.1bn
EBIDTA: €-58.1m
EV/Turnover: 56.6x
EV/EBIDTA: -54.1x
Deal Structure
Deal Type Date Amount Cumulated Amount Raised
M&A – Announced January 29th, 2018 €3.9bn €304m
M&A – Cancelled January 9th, 2018 €2.6bn €304m
ADR – Listing on Nasdaq US October 25th, 2017 €160m €304m
Private Placement October 4th, 2017 n/a €304m
Private Placement January 24th, 2017 €33m €304m
Follow-on November 3rd, 2016 n/a €271m
Private Placement June 1st, 2016 €74m €271m
Follow-on October 13th, 2013 €4m €197m
SPO March 16th, 2010 €50m €197m
IPO – Listing on Brussels October 1st, 2007 €75m €147m
October 1st, 2007 €250m market cap
Listed on Euronext Brussels
January 29th, 2018 €3.90bn takeover
Acquired by Sanofi
Founded in 2001, Ablynx is a Belgian biopharmaceutical company in the field of research in nanobodies. Ablynx manufactures proteins based therapeutics for the treatment of inflammation, hematology, immuno-oncology, oncology and respiratory diseases.
The acquisition of Ablynx will enable Sanofi to expand their late-stage pipeline and strengthen their platform for growth in rare blood disorders. The two companies already signed a strategic partnership in July 2017 on Ablynx’s innovative technology based on nanobodies.
Valuation since IPO 15x
CAGR in 10 years 155%
Deal advisors:
CASE STUDY – FROM IPO TO M&A EXIT – ABLYNX (2018)
44 Source: Euronext
08/01/2018 – M&A offer announcement from Novo Nordisk
Turnover peak: €101m Share price : €30.8 (with a +53% increase from 07/01 to 08/01) 29/01/2018 – M&A offer announcement from Sanofi Turnover peak : €313m Share price : €44 (with a +19% increase from 28/01 to 29/01)
Share price reaction after two successive M&A offers
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Shar
e p
rice
(€
)
1
2
1st M&A offer reveal: €2.6 billion
(08/01/2018)
2nd M&A offer reveal: €3.9 billion
(29/01/2018)
M&A Announcement
October 30th, 2017
Acquirer
Novartis
Number of employees
550
Total revenues
€134 million
Market cap one month before M&A announcement
€2.5 billion
Confirmed M&A deal value
€3.3 billion
Valuation multiplied by
1.32x
M&A Announcement
January 29th, 2018
Acquirer
Sanofi
Number of employees
389
Total revenues
€55 million
Market cap one month before M&A announcement
€1.8 billion
Confirmed M&A deal value
€3.9 billion
Valuation multiplied by
2.16x
Comparison of M&A valuation Euronext vs Nasdaq US
1
2
EURONEXT, PATHWAY FOR HIGH VALUATION – ABLYNX (2018)
45
Deal History
Date of deal announcement: January 5th, 2018
M&A deal value: €520m
Equity stake: acquisition of 96% by Takeda
Share price: agreement on €1.78 per share
Share performance since 5 years : +640%
Share performance since offer by Takeda: +81%
Key financial metrics:
Deal Structure
Deal Type Date Amount Cumulated Amount Raised
M&A – Announced January 5th, 2018 €520m €221m
IPO – Dual Listing on Nasdaq December 14th, 2016 €36m €221m
Follow on March 10th, 2016 €26m €185m
Follow on November 25th, 2015 €4m €159m
Conversion February 27th, 2015 €29m €155m
Follow on July 18th, 2013 €9m €126m
Follow on December 20th, 2012 €9m €117m
Follow on May 31st, 2011 €22m €108m
Follow on December 10th, 2009 €11m €86m
IPO – Listing on Brussels March 21st, 2007 €46m €75m
March 21st, 2007 €111m market cap
Listed on Euronext Brussels
January 5th, 2018 €520m takeover Acquired by Takeda
Founded in 2000, TiGenix is a Belgian biopharmaceutical company in the field cell therapy, with most of its operations in Spain. TiGenix focuses on the use of living cells rather than conventional drugs for the treatment of inflammatory and autoimmune as well as heart diseases.
The acquisition of TiGenix builds upon a strategic partnership signed with Takeda in July 2016, that will enable Takeda to expand their late stage gastroenterology pipeline and presence in the US specialty care market.
Valuation since IPO 5x
Deal advisors:
2015 2016 2017
Turnover 2 27 0.9
Profit -35 3.8 -75
EBITDA -20 0 -50
R&D -20 -21 -44
Sources : Euronext, Bloomberg, Dealogic and PitchBook, July 31st, 2018 TiGenix Annual Report 2017
CASE STUDY – A SUCCESS STORY FROM IPO TO EXIT – TIGENIX (2018)
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40
50
60
70
80
90
Shar
e p
rice
(€
)
Turn
ove
r (€
m)
46
05/01/2018 – M&A offer announcement from Takeda
Turnover peak: €50.3m Share price : €1.7 (with a +73% increase from 04/01 to 05/01)
Share price reaction to M&A offer
1 M&A offer reveal:
€520 million (05/01/2018)
Listing Venue
Nasdaq US
Listing on Nasdaq
December 14th, 2016
Money raised
€36m
IPO market cap
€174m
Listing Venue
Euronext Brussels
Listing on Euronext
March 27th, 2007
Money raised
€46m
IPO market cap
€111m
Dual Listing on Euronext and Nasdaq US
1
Sources : Euronext, Bloomberg, Dealogic and PitchBook, July 31st, 2018 TiGenix Annual Report 2017
EURONEXT, THE PATHWAY FOR HIGH VALUATION – TIGENIX (2018)
TECH HUB INITIATIVES
48
INITIATIVES THROUGHOUT YOUR LIFE CYCLE
TechShare
TechShare is a unique pan-European programme designed to familiarize innovative businesses with capital markets. It helps leaders of Tech companies to better understand the role of financial markets and how they can finance their growth.
For Non-Listed Companies
Post-Listing services
For the first 6 months after your listing, you will benefit from €12,000 worth of services tailored for your business including:
• Weekly market updates • Data alerts • Sectorial peers analysis • Investors targeting study
Trade & Leverage
Starting 6 months after the IPO and during 2 years, Euronext will contribute to the costs that the companies will face to implement investor relations schemes preselected by Euronext by rewarding them with a portion of their fees. IR schemes will include independent equity research, investor forums and corporate services.
TECH40 Label
The TECH40 Label recognizes the best performing Tech companies listed on Euronext markets. The companies benefit from increased visibility and scope of services (investor roadshows, dedicated index).
Partnership with Morningstar®
This initiative provides the 330 Tech SMEs listed on Euronext markets with research analysis. It enhances the sector's visibility and expands the pool of potential investors. The programme also includes quarterly sector reviews and research reports brought to you by Morningstar.
The TechCorner
The TechCorner is a platform that publishes the latest Tech news, in-depth articles, interviews, company & sector analysis and insights from industry experts, plus information about our own markets and indices. tech.euronext.com
Tech events
Euronext is involved in a series of events dedicated to Tech companies across Europe.
For Listed Companies
49
TECHSHARE PROGRAMME Initiatives with a successful track record
TechShare programme
TechShare is a unique pan-European programme designed to familiarize non-listed companies with capital markets. It helps leaders of Tech companies to better understand the role of financial markets and how they can finance their growth.
• 145 companies followed the programme since 2015
• 3 alumni from TechShare made an IPO in 2017
Euronext’s educational programme to familiarize innovative businesses with capital markets
Launched in 2015, TechShare is a unique pan-European programme that helps to familiarize innovative businesses with capital markets and give them all the information they need to reach the next stage of their growth and take their companies to market.
TechShare helps leaders of tech companies to better understand the role of financial markets and how they work. Entrepreneurs will thus be able to judge the opportunity of listing in tandem with their specific business projects, and to prepare in good time.
Selected for their innovative flair and impressive performance, participants are businesses active in digital technology, life sciences and eco-industries that might consider listing in the three years ahead.
The future class of 2018-2019 will include Tech Hub countries and thus welcome companies from Germany, Switzerland, Spain and Italy.
50
TRADE & LEVERAGE Initiatives with a successful track record
Euronext’s incentive to support newly listed tech SMEs with investor relation services Trade & Leverage’s objective is to provide an incentive to European Tech SMEs newly listed to invest in their investor relations and financial communication. Euronext wants to contribute to the virtuous circle where the more companies invest in their investor relations, the more their stock trades and the higher is the incentive. The amount rewarded by Euronext to the company will be equal to 50% of their trading fees granted once a year with the 1st year a floor of 2,000€ and a cap of 5,000€ and the second year a floor of 1,500€ and a cap of 3,000€ . As of the start of Trade & Leverage in January 2018, 5 companies will be eligible to Trade & Leverage. This initiative has 8 official partners:
Trade & Leverage
Companies from Tech Hub countries will benefit from investor relations services sponsored by Euronext 6 months after their listing and during 2 years.
Euronext has selected 8 IR providers operating in 3 different categories:
• Equity research • Investor events • IR solutions
51
POST-LISTING SERVICES Initiatives with a successful track record
Post-Listing services
For the first 6 months after your listing, you will benefit from €12,000 worth of services tailored for your business including:
• Weekly market updates • Data alerts • Sectorial peers analysis • Investors targeting study
Supporting SMEs throughout their listed life
Our Post-Listing Services provide guidance and tools dedicated to helping the executives of currently listed companies to plan the next key steps for their business. 1. Analyze Support listed SMEs as they leverage the potential of the capital markets: • Give relevant and up-to-date insights about their institutional shareholders • Provide in-depth analysis on direct peers and the sector in general • Target new investors 2. Understand A deep knowledge of the point of view of investors in order to: • Determine their questions, evaluate their expectations, and identify the potential
offset points. • Form an objective and critical perspective on areas of satisfaction and those for
improvement • Pinpoint the complex issues and put across the difficult messages, if need be 3. Advize Propose new ideas on your strategy for investor relations and financial communication: • Develop key messages and financial indicators • Help establish and execute your investor relations strategy • Measure the efficiency of investor relations
52
PARTNERSHIP WITH MORNINGSTAR Initiatives with a successful track record
Partnership with Morningstar®
This initiative provides the +330 Tech SMEs listed on Euronext markets with research analysis. It enhances the sector's visibility and expands the pool of potential investors. The programme also includes quarterly sector reviews and research reports brought to you by Morningstar.
Euronext/Morningstar partnership: Boosting the Tech sector on the exchange
1. Morningstar’s equity reports on the Tech sector
The initiative focuses on the 344 Tech SMEs listed on Euronext’s four European markets - Amsterdam, Brussels, Lisbon and Paris.
This initiative aims to increase the visibility of the sector on a pan-European level and broaden the base of potential investors. These reports are freely available to investors and can be used by issuers on their support of financial communication.
The reports are updated quarterly.
2. Quarterly sector notes on Cleantech, Digital and Life Sciences.
Every quarter, Morningstar analysts realize a sector note on the 3 major families of the Tech sector. These reports include fundamental analysis on a trending investment thematic. They also include a quantitative review of all the values covered to facilitate the search for new ideas to investors.
53
TECH40 LABEL Initiatives with a successful track record
TECH40 Label and Index
The TECH40 Label recognizes the best performing Tech companies listed on Euronext markets. The companies benefit from increased visibility and a greater scope of services (investor roadshows, dedicated index etc.).
TECH40: a unique initiative putting young tech companies in the spotlight
In April 2015, Euronext announced the launch of the TECH40, a label recognizing innovative European SMEs listed on the markets it covers (Amsterdam, Brussels, Lisbon and Paris). It is one of a series of measures adopted by Euronext since 2014 to boost the visibility of Tech companies on financial markets and provide special assistance to them. TECH40 index covers the 40 leading, small and mid cap Tech companies listed on Euronext’s markets. These 40 companies are drawn up from the total of +330 listed Tech companies. A member committee then made the final selection using qualitative and quantitative criteria. The TECH40 group of companies are entitled to a range of premium services to boost their visibility among investors, including being part of a dedicated index, investor roadshows, increased visibility on the TechCorner… The composition of the TECH40 is reviewed once a year. Performance of the TECH40 Index in 2017 : +5.74%
IPO PROCESS
55
WHY FINANCE YOUR GROWTH THROUGH CAPITAL MARKETS?
The stock market is an effective means to get access to a wide range of capital market funding options to build your Tech business.
Joining Euronext’s markets would provide you the opportunity to benefit from :
A simpler access to capital
Increased global visibility and stature
Greater access to liquidity
Diversify sources of financing
Accelerate growth
Value creation
Liquidity
Increased investor base
Fair value
Create acquisition currency
Transmission
Governance
Facilitate recruitment & employee retention
Strengthen credibility
Reputation
International development
COMPANY
56
MAIN STEPS OF AN IPO PROCESS ON EURONEXT
~6 months
before IPO
2-3 months
before IPO
1-2 month(s)
before IPO
~2 weeks
before IPO Post IPO
FIRST STEPS STRUCTURATION PRE-MARKETING POST-LISTING MARKETING
Selection of main partners: banks, Listing Sponsor, lawyers, communication agency
Management presentation
Due Diligence and Data Room
Business Plan
Corporate Governance
Willingness to open up
Transaction structuring
Equity Story / Valuation
“Pilot fishing”
Documentation: Prospectus (Registration Document and Securities Note) and International Offering Memorandum
On-going discussions with local regulator on the content of the Prospectus
Slideshow for analysts and investors
Presentation to research analysts and publication of analyst reports
Pre-deal Analyst Investor Education
Investor targeting and roadshow program
Setting of an Initial IPO price range
Local regulator visa on the prospectus
Signing of legal documentation
Management Roadshow
Bookbuilding
Setting of the final IPO price
Investors’ allocations
Settlement & delivery and shares’ admission on Euronext / Euronext Growth
Stabilisation of price
Compliance with stock market requirements as defined by local regulator
Financial communication and investors relations
Future capital market transactions
EURONEXT SUPPORTS YOU ALL ALONG THE IPO PROCESS
57
⑥ IPO Candidate
Investors
Listing Agent
Sponsor
Bank
Auditors
Lawyers
Regulator
IR Agency
Advisory Services ⑧
②
①
③ ④ ⑤
⑦
① Euronext authorizes qualified listing sponsors to bridge Euronext and corporates during IPO application and to accompany the issuer during its post-IPO
Euronext actively interacts with regulators to shape direct financing landscape and make real economy financing more accessible and more convenient for issuers
⑤
Euronext cooperates with IR agencies to manage investor relationship of issuers
⑥
⑦ Consisting of experienced corporate finance professionals, Euronext listing team can provide issuers independent and value-added advisory services on all types of capital markets transactions
Increasing visibility of issuers to investors is one of Euronext’s mission. Via various events held by Euronext, e.g, PED, TechShare, etc, issuers have better channels to present themselves and educate investors
⑧
58
WHEN IS A COMPANY READY TO UNDERTAKE AN IPO?
WILLINGNESS TO LIST
FINANCIAL STRUCTURE
COMPANY TRACK RECORD
EQUITY STORY & INVESTMENT PROPOSITION
MANAGEMENT EXPERIENCE & CORPORATE GOVERNANCE
INVESTOR APPETITE
59
THE IPO AS A VALUABLE OPTION FOR A TECH SME
Value
VC IPO
IPO?
VC
A-round
B-round
C-round
An IPO is a valuable financing alternative at each development stage of a SME.
It brings great value to your company thanks to :
Diversification of financing sources
Increased credibility & visibility
Liquidity tool
Growth accelerator
Independence
Better access to credit
D-round
WHAT ARE THE KEY FACTORS OF A SUCCESSFUL IPO ?
60
A fair valuation
Equity Story and market conditions = « Fair Value »
Investors more sensitive to valuation during difficult market environment
2
Marketing Identification of a substantial investors base and up stream marketing
5
Sustainable financial structure
Acceptable debt to equity ratio
Deleveraging possible
4
« Equity Story »
Good equity story : solid business model, sustainable business growth and profitability
Organic / external growth opportunity
1
Operation’s structure
A strengthening of capital base and new sources of funding to build the company
Limited transfer of longstanding shareholders at the time of IPO
Higher rate of growth and value creation for shareholders before and after IPO
A satisfactory number of shares offered and a minimum free float to guarantee market liquidity
3
€
61
EQUITY STORY & INVESTMENT PROPOSITION
FAIR VALUE OFFERING STRUCTURE
POST-IPO FINANCING
INVESTOR RELATIONS
& MARKETING
WHAT ARE THE KEY FACTORS OF A SUCCESSFUL IPO ?
ADMISSION CRITERIA & PERMANENT REQUIREMENTS
63 Source: Euronext, September 30th, 2018
A DEDICATED MARKET FOR EACH STEP OF GROWTH
Simplified access to the market
No min. capital raised
International visibility, credibility and
notoriety
Regulated market with increased
liquidity (x8.6 vs Euronext Growth)
Largest pool of investors (3700
institutional)
Eligibility to global indices
Increased analysts coverage
Min. capital raised of 25% of capital or
5% if > €5m (in practice > €15m)
EURONEXT (A / B / C)
Euronext ACCESS + Springboard toward Euronext Growth…
Designed for SMEs (calibrated requirements
matching the characteristics of growing
SMEs)
Reinforced support, increased visibility
Free float of min €1m
EURONEXT GROWTH EURONEXT ACCESS
Visibility, credibility and notoriety
Regulated market dedicated to SMEs
Access to national and international
investors
Lighter communication requirements
Need to be support by a listing
sponsor
Min. capital raised of €2.5m
(in practice €5m up to €15m)
For growth companies and mid caps Large and mid cap companies with international presence
For startups and fast growing SMEs
Opened to all companies looking to be visible to institutional investors
64 Source: Euronext, June 30th, 2018 *Applicable in France and Belgium
ALL MARKETS
Euronext (A/B/C) Euronext GROWTH Euronext ACCESS + Euronext ACCESS
Large & mid caps with
international business Specifically designed for SMEs
Dedicated to high
profile small caps
Simplified access to
markets
Init
ial A
dm
iss
ion
Free float 25% or 5% if > €5m €2.5m €1m Non applicable
Financial statement 3 last years of audited accounts 2 last years of audited accounts
2 last years
(including the last
year of audited
accounts)
2 last years (audited
accounts not
required)
Accounting standards IFRS for Swiss issuers
IFRS (or reconciliation table) for Swiss issuers (exceptions possible, if private placement)
IFRS or local GAAP for foreign issuers
Intermediary Listing Agent Listing Sponsor
Main document to be
provided EU Prospectus Information document or EU Prospectus when public offer above €8m*
Pe
rma
ne
nt
req
uir
em
en
ts
Annual financial reporting Audited annual report Required, in application of local
legal regulation
Semi-annual financing
reporting Audited semi-annual report Non audited semi-annual report Not required
Price sensitive information,
list of insiders, market
survey
Applicable
(Market Abuse Directive)
Declaration of transactions Applicable
(Market Abuse Directive)
Declarations of breaches of
threshold (detention of
capital et right of vote)
Applicable Non applicable
Anti-money laundering Applicable
Intermediary Not required Listing Sponsor Not required
Website Required
ADMISSION CRITERIA & PERMANENT REQUIREMENTS ON EURONEXT (3/3)
65
SWITZERLAND – REPRESENTATIVE OFFICE Partner with a Pan-European stock exchange
Switzerland – Zurich
Dr. Søren Bjønness Director – Swiss Representative – Zurich Tel. : +41 76 386 80 07 [email protected]
Local senior staff with strong ties to the ecosystem
Representative offices in 9 countries
A high level of support and proximity to our clients Your dedicated Euronext contact
66
DISCLAIMER
This presentation is for information purposes only and is not a recommendation to engage in investment activities. The information and materials contained in this presentation are provided ‘as is’ and Euronext does not warrant the accuracy, adequacy or completeness of the information and materials and expressly disclaims liability for any errors or omissions. This presentation is not intended to be, and shall not constitute in any way a binding or legal agreement, or impose any legal obligation on Euronext. This presentation and any contents thereof, as well as any prior or subsequent information exchanged with Euronext in relation to the subject matter of this presentation, are confidential and are for the sole attention of the intended recipient. All proprietary rights and interest in or connected with this publication shall vest in Euronext. No part of it may be redistributed or reproduced without the prior written permission of Euronext.
All data as of September 30th, 2018. Euronext disclaims any duty to update this information.
Euronext refers to Euronext N.V. and its affiliates. Information regarding trademarks and intellectual property rights of Euronext is located at https://www.Euronext.com/terms-use.
© 2018, Euronext N.V. – All rights reserved.