IPO on the WSE

A debut on the Stock Exchange is a step for fundamentally strong companies with high profitability and a well-established market position. The process of going public is multi-stage and complex, and cooperation with a financial adviser ensures its thorough preparation, efficient organization, and successful completion.

We help identify the sources of the issuer’s fundamental value and build the equity story (an investment thesis) necessary for a successful IPO. Going public significantly streamlines the process of further capital acquisition. It paves the way for subsequent equity offerings, as well as corporate bond issues.

BENEFITS OF GOING PUBLIC

Raising capital on the stock market, especially through an Initial Public Offering (IPO), in addition to providing access to capital, also brings a number of non-financial benefits. These include increasing the company’s visibility in the capital and industry markets, obtaining future share liquidity, and obtaining attractive incentive instruments for key personnel. The area of alternative sources of financing for a listed company is expanding significantly.

A step preceding an IPO is sometimes a private offering (pre-IPO) directed at a defined group of passive financial investors, both individual and institutional, operating in the stock market. This offering assumes that the issuer’s shares will be introduced to trading on an organized market over a period of several years. Such a stock issue serves as a source of bridging equity financing.

THE FINANCIAL ADVISER’S ROLE IN AN IPO

As your financial adviser, we will assess the Company’s condition and prospects for raising capital through a public offering, and prepare it for entry into the stock market. We will outline the steps needed to carry out an IPO on the Stock Exchange. We will also analyze the market for the planned offering and its possible terms. We actively help the Client select the right team of advisers, including a brokerage firm, a law firm and an investor relations agency.

Working with the company’s management and owners, we prepare a coherent and effective strategy for raising capital on the public market. We also point out any risks in the company’s operations that could affect the success of the offering. Our task is to define the preparatory work before the public offering and to coordinate the whole process. We guide the Client through each phase until the offering is completed and the shares begin trading on the WSE.

EQUITY STORY: THE INVESTMENT THESIS

Working closely with the company’s Management Board, we advise on the development of the so-called equity story (an investment thesis) for prospective investors in the IPO. To this end, we support the formulation of the company’s development strategy and develop a financial model to determine the needs, objectives and issuance capacity. We perform a company valuation taking into account the effects of the planned capital raising and determine the expected post-issue capital structure.

In the phase just before the public offering, we act in our client’s interest in its relationship with the brokerage firm that serves as the formal offering agent. We advise on the size and structure of the offering, the intended valuation of the shares and a detailed offering schedule. We play an important role in preparing the Prospectus: we draft its economic and financial sections and the sections on the company’s strategy and issue objectives. We also support all communication activities related to the offering.

IPO COORDINATION AND THE PRE-IPO OFFERING

Taking a company public requires thorough preparation and a series of complementary steps involving many parties: the issuing company, its owners, brokerage houses, law firms, investor relations agencies, auditors, investors and capital market institutions. Working with us means the process is well prepared, efficiently organized and successfully completed, in the Client’s best interest. We relieve the Issuer’s Management Board of time-consuming organizational work and of overseeing the IPO. We provide an independent assessment and full substantive support throughout the process. We supervise and coordinate the work on an ongoing basis until the shares begin trading on the WSE.

In a private offering before an IPO, our work includes a detailed analysis of the company and information materials for investors. We prepare a valuation of the Company to set the proposed issue price, and we oversee and support the company as it prepares the transaction documents. During the placement, we identify potential investors and help the Client negotiate the valuation, financial terms and time horizon of the investment. We coordinate how the Company is presented to investors and how they receive the information they need to make an investment decision.

SELECTED IPO PROJECTS ON THE WSE

Companies we advised on their entry to the WSE:

• Medicalgorithmics S.A.: two private placements of shares raising more than PLN 60 million (2011–2012), prospectus and IPO on the WSE
• Krynicki Recykling S.A.: prospectus and IPO on the WSE worth over PLN 14.7 million (2010)
• Centrum Klima S.A.: prospectus and public offering on the WSE of more than PLN 30 million (2008–2009)
• Kolastyna Group S.A. (now Miraculum S.A.): pre-IPO financing and coordination of the IPO on the WSE (2005–2007)
• IZNS Iława S.A.: economic and financial sections of the prospectus before the WSE debut (2008)

SECTORAL SPECIALIZATIONS

Internet marketing

E-commerce

New technologies

Technologies for the construction industry

IT

Gaming

Smart home

Industrial production

Healthcare

Sales and distribution

FMCG

Building materials and construction

Pharmaceuticals

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B2B and B2C services